2014 - smm.co.jp · smm group corporate philosophy smm group management vision taganito hpal nickel...
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2 0 14ANNUAL REPORT
262831
32
338082
85
Specialized industry terms: Specialized terms are covered in the Glossary on pages 80 to 81.Note regarding forward-looking statements: The forward-looking statements in this annual report, including business result forecasts, are based on information available to the Company and on certain assumptions deemed to be reasonable as of the date of release of this report. Actual business results may differ substantially due to a number of factors. Unless specifically stated otherwise, information in this annual report is as of July 1, 2014.
0204
060814
1820
02
C O N T E N T S
[“Business Principles” forming the Rules Governing theHouse of Sumitomo (version formulated in 1928)]
Article 1
Article 2
The Sumitomo Business Spirit
SMM Group Corporate Philosophy
SMM Group Management Vision
Taganito HPAL Nickel Corporation (Philippines)
Sumitomo shall achieve strength and prosperity by placing prime importance on integrity and sound management in the conduct of its business.
Sumitomo shall manage its activities with foresight and flexibility in order to cope effectively with the changing times. Under no circumstances, however, shall it pursue easy gains or act imprudently.
• Sumitomo Metal Mining Co., Ltd. (SMM), in accordance with the Sumitomo Business Spirit, shall, through the performance of sound corporate activities and the promotion of sustainable coexistence with the global environment, seek to make positive contributions to society and to fulfill its responsibilities to its stakeholders, in order to win ever greater trust.
• SMM shall, based on respect for all individuals and recognizing each person’s dignity and value, seek to be a forward-minded and vibrant company.
• By developing and employing innovative technology, we shall fulfill our social responsibilities as a manufacturing enterprise.
• Based on the principles of compliance, environmental protection and operational safety, the Sumitomo Metal Mining Group shall pursue maximum corporate value through the provision, via its global network, of high-quality materials such as non-ferrous metals and electronics and advanced materials.
Financial Summary
A World Leader in the Non-Ferrous Metals Industry & an Excellent Company of Japan
Business Profile
Message from the President
Special Feature: Start of Production at Taganito HPAL and Establishment of 100,000-tonne Nickel Production Structure
Projects in Progress
Review of Operations
Business Network
Corporate Governance
Corporate Social Responsibility
Directors and Audit & Supervisory Board Members
Financial Section
Glossary
Consolidated Subsidiaries and Equity-Method Affiliates
Corporate Data and Investor Information
01
Financial Summary
*Shareholders’ equity is defined as follows: Shareholders’ equity = Total shareholders’ equity + Accumulated other comprehensive income
Key ratios (%)
ROA
ROE*
Equity ratio*
Debt-to-equityratio* (times)
Interest-bearing debt to total assets ratio
5.94 8.26 5.80 2.23 13.64 14.81
23.2 20.0 20.5 24.8 23.6 20.4
0.40 0.33 0.34 0.43 0.44 0.38
10.12 13.80 9.89 4.02 25.39 28.99
57.5 59.9 59.8 57.3 54.0 53.4
116.17 149.38 96.26 38.87 238.13 220.49
1,173.97 1,121.19 1,043.50 913.92 1,017.96 859.82
28.0 32.0 20.0 13.0 30.0 27.0
Amounts per share (Yen)
Net income
Net assets
Cash dividends
Financial position at year-end (Millions of yen)
Total assets
Net assets
Long-term debt due after one yearInterest-bearing debt
1,146,759 1,052,353 981,458 880,001 1,091,716 929,208
726,039 684,103 629,684 547,251 640,345 528,921
157,119 135,128 132,311 141,716 169,394 93,800
265,951 210,969 200,939 218,534 258,054 189,910
Results for the year (Millions of yen)
Net sales
Operating income
Recurring profit
Income (loss) before taxes and minority interests
Net income (loss)
847,897 864,077 725,827 793,797 1,132,372 966,764
88,577 96,038 66,265 10,534 155,394 162,632
108,829 123,701 87,791 32,572 217,866 205,285
87,962 123,394 82,776 22,942 216,504 205,617
65,286 83,962 53,952 21,974 137,808 126,054
2011 2010 2009 2008 2007 2006 Net Sales Operating Income Recurring Profit
Total Assets / Equity Ratio
Net Assets Net Income / Cash Dividends per Share
0
1,000
400
200
600
800
0
30
60
90
120
150
0
30
60
90
120
150
0
400
800
1,200
1,600
2,000
0
300
600
900
1,200
1,500
0
20
40
60
80
100100
60
80
40
20
2013201220112010 2013201220112010 2013201220112010
2013201220112010 2013201220112010 2013201220112010
0
50
40
30
20
10
0
Total assets (left scale)
Equity ratio (right scale)
Net income (left scale)
Cash dividends per share (right scale)
(¥ billions) (¥ billions) (¥ billions)
(Yen)(¥ billions)(¥ billions)(¥ billions)
(FY) (FY) (FY)
(FY) (FY) (FY)
(%)
Fiscal year
6.945.49
24.424.4
0.430.42
12.139.54
56.958.1
155.58145.35
1,393.021,653.83
34.037.0
1,351,1531,572,367
844,5471,019,053
212,323243,130
330,073383,580
808,540830,546
95,78575,418
115,034114,352
122,455111,006
86,64080,258
2013 2012
Hishikari Mine (Japan)0302
● Accelerate development of new products in material business● Technical innovation in mineral resources, smelting & refining● Promote process development
Research and Development
Financial StrategyMaintain sound financial constitution● Maintain ample liquidity to support large projects
● Maintain minimum consolidated equity ratio of 50%
Dividend Policy● Continue in line with business results● Investor return: Raise consolidated dividend ratio from minimum 20% to minimum 25%
A World Leader in the Non-Ferrous Metals Industry & an Excellent Company of Japan
Long-Term Vision
Financial StrategySegment Profit
■ Mineral Resources ■ Smelting & Refining■ Materials ■ Other ■ Adjusted amount
0
-25
25
50
75
100
125
150(¥ billions)
(FY)2012 2013 12 3-Yr Plan2015
■ Total assets ■ Interest-bearing debt ■ Shareholders’ equity ● Equity ratio ● Debt-to-equity ratio ● ROE
(¥ billions)
0
300
600
900
1,200
1,500
1,800(%)
0
25
50
75
(FY)12 3-Yr Plan2015
2010 2011 2012 2013
Debt-to-equity ratio:0.35 (trialcalculation)
ROE:12% (trial
calculation)
Equity ratio: 61%(trial calculation)
■ 2012 3-Year Business Plan Strategies
WoWorld d LeLeLeLeadadadaderer iiiinn n ththe ee NoNoon-nn-n Ferrrouo s Metals IIIndndusususttrtryy
¥1trillion ¥100 billionExExExExExExE ccececellllllenenent t CoCoCoCoCCoCoCCoCooCCCoooCCooCoCoCCooCC mpmpmpmpmpmpmpmmpmpmpmpmppmppmpmpmppmmmmmpmpmmpmpmpmmpmpananananananananananananananannanaaananaaananaanaanaa yyyy y yyy y y y yy yy y y yy yyyyyyyy offofofofoffoffoffoffffoooofofoffoofoooofooofof JJJJJJJJJJJJJJJJJJJapapappapapappapapapapapapapppppapappappapappaappapppaapppapa anananaannanannanaannannnanananaaaananannannnanaannnnn
NeNeNeNeNN ttttsasasassalelelessss
NeNeNeNeNNNetttttttiniininiinini cococococoomememem
ktCoppper
SMMSMMMMSMM isisisis puupupursrsursuinging ininvesvestmetm nt nt inin overseeeeass minminmm ingingn projects. In 2012012010 1, 1, weweee acqacquiruireded anan intintereer st t in in ChiCh le’e’e’e s Ss Siererrara GoGorGG da Project.WWeWe curcurrenrentlytly hoholdld intin ereerestssts inin cocoppepper mr mineines ls locatedt in the US, ChiCh le,le, PePeru,ru, AuAustrstralial a,a andand ototherher cocountuntuntuntrieierieri ss. GoioiG ng ng forward, we wilwill sl seekeek toto papartirticipcipateate inin neew dw ddeveeveeveeloploplolo mement projects, expand proproducductiotion an at et exisxistinting mg minein s,s andandnd taake ke othher steps to raise ourour anannuanual cl coppoppppper erer proproroproducdducductiootiootioion in inn iintenteteentent resresresrer t ttt to 3oo 00,0 000 tonnes.
¥¥ NNeeww MMaatteerriiiaaallsss
AnnualaPrrodo uctiono Interest
ttSMMSMMSSMMSMMSMM oowowownsnsns ththethethe HiHiHishishih karkari Mi einee, thhe he lonlonlonln y cyy commomommercercccccialialialialaaialaia ylylylyllyly y opeopeopeoppopeoperrrrrr--rrateed metal mine in JaJapanpapanan W. W. WWe aaalsolsosos opopopoperaeraeraerate te te te thethethethe PoPoPoPogogogogo GolGolGoGolddddMinM e iin An lasasaslasa ka,ka,kaka,ka,ka USUSUUSUS. U. U. U. Usinsinsinsing og ogg our urur accaaccaccumuumuuumulatlatateded ed expexpppertertertiseiseise iiniinmininminnne oe oe oe oe oe opperperpppperatiatiatat on,on, wewe arare se seekeekingng too raar isesese ouour ar annunnualaaa golgog ddproproprroproproprooducducduducducdd tiotiot n in intenteresre t tt to 3o 3330 tt0 tonnonnn es,es,es,s, pprprprincincincincipaipallylly thhthhhrourour ghgh newnewwewminminmiminininminmi ee dee de eveeveee loplopmenment.
AnAnnunuallaPrPrP ododucuctitionon IIntntterererrrerrresesesesstttt
GGoolldd
ktProduction at the Tagganito ProProjecject st tarted in the second half of 2013,13 brbroadoadenien ng g our annualnicnickel production on strstructuctureure toto 101000,000 tonnes.Our goal is to furfurthether eexpand our capacity to 150,000 t0 tonno es,es, wiwith th a focus on developmentiniitiatives es suisuitabtable le for application of our HPAL tecechnohnoologlogy.y
AnAnnunualalPrPrododucuctitionon CCapapacacitty
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siosion, wee aim to accelerae te newn materials ds deveee l-opmopmopmopmentententnt ananananannnanand rd rd rd rd rd rd rd rd rd rrrd rd aisaisaisaisaisaisaisaisaisaissaisaise peee pe peee pe pee pe pe pe pe pprofirofirofirofirofirofirofirrofirofirofirofiorofiro tabtababtabtabtabtabtaba iliiliiliililiilil ty.tyty.ty.tty.tytytyyy
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■ Long-Term Vision Targets
Taganito HPAL Nickel Corporation (Philippines)
LLoL nggg T-Terermmm ViViVisisisiononon
FFYFYFY20202013131313 222-2-201010001155555 1212 3333-YYr r r BuBuBuBuu isissinenenessss PPlann
FY2FY2FY2F 0100101 -202012 22212 09 09 09 09 3-Y3-Y3-Y-Yr Br Br Br Busiusiusiusinesnesnesess Ps Ps PPlanlanlana
FY2FY2FFFY220040040000 -20-2009090033030030303 00330303033030303 0303003030033 &&&&& 0& 0& 0& 0&& 0& 0&&& 0& 0& 0& 0& 0000& 0& 0& 66666 36 36 36666 366 366 6 36 36 36 Y-Yr-Yr-YrYrYrY-YrY-YrYY BusBusBBusBususB sineineneineineneeeessssssssssssssss PlaPlaPlaPlaPlaPlaP nsnsnnnnnsnsn
Strengthenplatform for globalcompetition
Strengthenglobal
competitiveness
trengthenhenglobaobal
mpempetitiveness
Execute a continuous growth strategy
Sumitomo Metal Mining Co., Ltd. (SMM) aims to become a World Leader in the Non-Ferrous Metals Industry and an Excellent Company of Japan by promoting a continuous growth strategy while deploying advanced technical capabilities cultivated over a history of more than 400 years.
Become a World Leader in the Non-Ferrous
Metals Industry and an Excellent Company of
Japan
billion recurring profit
04 05
Business Profile
SMM is pursuing an integrated business thatranges from primary upstream manufacturingprocesses, including resources development,non-ferrous metal refining, and the develop-ment of electronic and functional materialsusing the most advanced technologies, to thedevelopment and sale of metal materials thatare indispensable for daily life.SMM’s strengths include its Technology andR&D Expertise, Capacity to Expand BusinessGlobally, and Sound Financial Position. SMMfocuses its management resources in threecore business areas: Mineral Resources, Smelt-ing & Refining, and Materials, and is reinforcingits competitive capabilities.
For nickel, we are using HPAL technology toproduce intermediates from low-grade ore inthe Philippines. We then refine these interme-diates into electrolytic nickel in Japan. SMM isJapan’s sole producer of electrolytic nickel. Weare also producing electrolytic copper at theToyo Smelter & Refinery, which has world-classproduction capacity and cost competitiveness.Using its advanced technology, SMM is gener-ating further initiatives for cost-efficient oper-ations with reduced environmental footprints.
To adapt to the changes in our business envi-ronment, SMM is increasing the supply of rawmaterial to its Smelting & Refining business. Inaddition, we are aiming to increase revenuesfrom our mineral resources business. We willleverage our accumulated technical expertiseto promote prospecting activities and partici-pate in new development discussions, and willstrive to acquire majority production interests.
Building a DeeperRelationship withOur Valued Customers
In the 1960s, SMM leveraged its accumulatedmetals technology to enter the electronicsmaterials business. Now we are promoting ad-vanced material development in the field ofenvironmental preservation and energy con-servation, particularly in the battery materialmarket for hybrid vehicles produced by majorauto manufacturers, and for electric vehicles,which have met with significant success in theUS.
Supplying qualitymetals to the
Materials business
Business Profile
Capacity toExpandBusinessGlobally
SoundFinancialPosition
Technology andR&D Expertise
Development capabilitiescultivated over many yearsin Japan and overseas
Unsurpassed hydrometallurgicaland pyrometallurgical technology
Leveraging our competitiveadvantage in metals to expandour business to theenvironmental and energy field
MineralResourcesBusiness
Smelting &RefiningBusiness
MaterialsBusiness
Developingand miningresources
Extractingmetalsfrom ore
Addingvalue
to metals
SMM’s CoreAdvantages
Under our long-term visionto be a World Leader in theNon-Ferrous Metals Industryand an Excellent Companyof Japan, we are expandingour scope of operations tothe entire globe.
Promoting Expanded Profitability:Shifting from Raw MaterialProcurement to ResourcesDevelopment and Mine Management
Cost-Efficient Operationswith World-LeadingSmelting andRefining Technology
Stable raw materialssupply for the Smelting& Refining business
06 07
Message from the President
A year has now passed since I took up thepost of SMM’s president, and looking backover the past year there seem to have beenthree overarching aspects affecting the man-agement of the company’s business affairs:attainment of profits, response to new re-source nationalism, and building ties of trustwith society.In terms of securing profits, during the pastyear we proactively pursued involvement inlarge-scale projects and sought maximum costreductions and higher productivity in businessundertakings already in progress. Togetherthese efforts enabled the company to recordmore than 100 billion yen in recurring profit forthe fourth consecutive year. Securing profits isextremely important in order to ensure thatSMM will have the financial means to pursuelarge-scale capital investments and to invest inoverseas mines, etc. Inevitably the company isimpacted by external factors such as metalprices and fluctuations in exchange rates, butgoing forward we will continue to secure stableprofits through sustained efforts in aspectssuch as cost reductions.
The rise of new resource nationalism in re-cent years has generated new country risksfor SMM that today are demanding robust re-sponse ‒ an issue of major importance tocompany management. In Indonesia, for ex-ample, a new mining law took effect in Janu-ary 2014 prohibiting the export of unpro-cessed mineral products such as nickel ore.Movements are also under way in a number ofcountries to review legal frameworks in orderto promote investments from overseas.To respond to situations such as these, theneed for SMM to form ties of trust with soci-ety are becoming ever more important. Un-less we are able to establish a business modelenabling win-win relationships for both thecompany and the countries and communitieswe deal with, we will be unable to succeed inbusiness. All too cognizant of this fact, as wemove forward we must devote ourselves evenmore than before to forging solid ties of trustbetween SMM and the people in the countriesand regions where we are undertakingprojects.
Fiscal 2013 In Retrospect
Yoshiaki NakazatoPresident & Representative Director
There seem to have been three overarching aspectsaffecting the management of the company’s businessaffairs: attainment of profits, response to new resourcenationalism, and building ties of trust with society.
08 09
Message from the President
Smelting & RefiningA major event in the Smelting & Refining seg-ment during fiscal 2013 was the completion in June 2013 of the plant constructed for the Taganito Nickel Project. In fiscal 2014 the plant will shift into full-scale production at a level of 30,000 tons per year, thereby enabling the establishment of a system capable of producing 100,000 tons of nickel annually. The Taganito Project is garnering robust attention locally in the Philippines, in recognition of which we intend to continue making every effort to contribute fully to the local society as a way of building solid ties of trust.This past year also saw the completion of reinforcement work at the Niihama Nickel Re-finery, where the intermediate produced at Taganito are transformed into finished prod-ucts. At the Harima Smelter, the process for manufacturing nickel sulfate directly from the intermediate products produced at Taganito was brought to completion.On the back of the Taganito Project and the expansion work at the Niihama Nickel Refin-ery, going forward we will continue other ma-jor nickel project feasibility studies ‒ for the Pomalaa Project under way in Indonesia, for
example ‒ as a vital part of our quest to achieve our long-term vision to achieve an annual production capability of 150,000 tons, enabling SMM to enter the ranks of the top 5 nickel producers and thus become a “World Leader in Non-Ferrous Metals.”
MaterialsEarnings from the Materials business recov-ered substantially in fiscal 2013, accompanied by a significant improvement in our net profit to sales ratio. These achievements were real-ized as a result of various structural reforms, including the withdrawal from low-productivity products and a shift to areas with excellent growth potential. We believe it will be impor-tant also to incorporate new ideas and imple-ment diverse measures in a quest to reduce costs as a way of underpinning our bottom line.The Materials business has emerged from its temporary period of adversity and earn-ings are now trending upward. By faithfully executing crucial strategies, we will proceed forward toward achieving the targets set in our 2012 3-Year Business Plan and pursuing further growth beyond.
In fiscal 2013 SMM registered consolidated recurring profit totaling 114.4 billion yen. Although declining metal prices during the year had a significant negative impact, the final result was virtually unchanged from the preceding year. The company’s various busi-ness strategies scored varying degrees of success, but recurring profit topped 100 billion yen for a fourth straight year despite the severity of the external environment.
Mineral ResourcesThe most important undertaking in the Min-eral Resources segment today is the Sierra
Gorda Copper Mine Development Project under way in Chile. Plans presently call for copper production to commence during fiscal 2014 at an annual rate of 110,000 tons, with capacity to be progressively expanded to 220,000 tons. After production begins, we will strive to enhance the project’s profits through maximum suppression of operating costs.Expansion projects are also moving steadily forward at the other copper mines into which SMM has made capital investments, and these operations are expected to contribute to company profits also.
Review of Fiscal 2013 and Business Strategies for Fiscal 2014
Recurring profit topped 100 billion yen for a fourth straight year despite the severity of the external environment.
The completion in June 2013 of the plant constructed for the Taganito Nickel Project enables the establishment of a system capable of producing 100,000 tons of nickel annually.
10 11
In our 2012 3-Year Business Plan we pledged to keep our equity ratio above 50%, and this financial policy will be maintained. We have also already raised our dividend payout ratio to more than 25%. In order to respond to the
expectations of our shareholders and inves-tors, we will steadily implement measures toward achieving our net income target of 100 billion yen in fiscal 2015, the final year of the current 3-Year Business Plan.
Research & DevelopmentAs a follow-up to the establishment in 2012 of the new Materials Research & Development Center, in 2014 we are opening a Mineral Re-source & Hydrometallurgy Process Center. In this way we will further burnish our techno-logical capabilities that are both SMM’s un-derlying strength as well as the source of our competitive power.The new Resource & Hydrometallurgy Pro-cess Center will be in charge of development of the world’s most advanced processing and equipment technologies in the areas of min-eral resources and smelting and refining. Re-search and development facilities relating to materials, including the Materials Research & Development Center, will undertake the devel-opment of products for environmental and energy applications, as well as seek solutions for miniaturization of finished products and higher communication speeds. These ad-vances will be applied to the achievement of even lower costs and the development of products for the future.
Development of Human ResourcesMy personal conviction is, and always has been, that employees are of essential impor-tance to a company. At SMM, attention tends of focus on our technological staff; but I be-lieve our sales teams deserve equal recogni-tion for the excellent work they perform. Es-pecially as all of our operations become in-creasingly globalized, in addition to cultivating human resources as we always have, an issue of equal urgency is to strengthen the func-tions of the Head Office in this respect. In re-
sponse, today we are debating how to achieve the optimal personnel system from the per-spective of diversification: hiring workers irre-spective of their nationality, promoting the active participation of women, etc. The re-sults of these diversification initiatives will become evident, over time, starting very soon.“Respect for human resources” is a vital part of Sumitomo’s Business Spirit. Through-out our history, the development and active utilization of human resources has always been viewed as the most important factor behind the company’s growth. To carry out this thinking today, I want SMM to be a com-pany that employees will be excited to work for, a company where every workplace will be staffed by vibrant employees who find their work personally rewarding. In achieving such a company and such workplaces I believe rests the ability of SMM to respond to the hopes and expectations of our shareholders and all other stakeholders.
CSR StanceMaking social contributions through our busi-ness operations is the foundation of SMM’s CSR commitment, and carrying out this com-mitment is of extreme importance for us. Our business is viable only when we, as a com-pany, enjoy the trust of society, and when we pay due attention to environmental needs. For this reason, I believe that it is absolutely essential for us to build solid connections with society and earn society’s trust through ac-tivities that enhance our relationship to society.
Future Priority Measures
Message from the President
Financial Policies
SMM believes that enhancing our enterprise value is the best return we can offer to our investors. Based on the Sumitomo Business Spirit ‒ the foundation of our business phi-losophy for four centuries ‒ going forward we
will continue the steady advancement of our growth strategies and respond faithfully to the trust and expectations of our sharehold-ers and investors.
Message to Shareholders and Investors
Yoshiaki Nakazato, President & Representative Director
August 2014
‘Respect for human resources’ is a vital part of Sumitomo’s Business Spirit. Throughout our history, the development and active utilization of human resources has always been viewed as the most important factor behind the company’s growth.
Based on the Sumitomo Business Spirit ‒ the foundation of our business philosophy for four centuries ‒ going forward we will continue the steady advancement of our growth strategies.
12 13
TaganitoHPAL
Coral Bay Nickel
Manila
Cebu
Davao
Puerto Princesa
Baguio
Luzon
Mindanao
Palawan
Special Feature
Establishment of 100,000-tonne Nickel Production Structure
Start of Production at Taganito HPAL and
HPAL Technology Establishing the Technology at Coral Bay
As its name indicates, the High Pressure Acid Leach (HPAL) technology uses sulfuric acid in a high-temperature, high-pressure environment to leach nickel from low-grade ore to produce a higher-grade intermediate. A special feature of this technology is its ability to process low-grade oxide ore. Large deposits of such ore can be found close to the earth’s surface but are diffi-cult to process by other means. HPAL technology itself actually dates back to the 1960s, but the facilities engineering and op-erations technologies required for large-scale production were not fully mature until the year
2000 or so. Once these ancillary technologies were ready, SMM reached an decision to build a plant using HPAL technology on the Philippine is-land of Palawan. SMM has been engaged in nick-el smelting and refining since the 1930s and has a considerable amount of accumulated exper-tise̶for example, it began using Matte Chlorine Leach Electrowinning (MCLE) technology, which requires advanced operations technology, in the 1980s̶and it was determined that this expertise would make HPAL production possible.
Coral Bay Nickel Corporation (CBNC) was SMM’s first HPAL plant, constructed adjacent to the Rio Tuba Mine on Palawan Island. Commercial produc-tion began in April 2005 on a single line with a capacity of 10,000 tonnes per year. Once stable production was achieved, construction began on a second line in 2006. Today Coral Bay has an annual production capacity of 24,000 tonnes. CBNC was the world’s first successful plant using
HPAL technology. The deployment of SMM’s smelt-ing and refining technology, which has been accu-mulated over many years, was one factor in this, but another major reason for the plant’s success
was the support of Nickel Asia Corporation (NAC), owner of the Rio Tuba Mine and the largest nickel mining company in the Philippines, as a partner in the project. The plant’s success represents a major growth driver for SMM, as it enables us to produce large amounts of nickel from low-grade ore that our competi-tors have difficulty processing.
Coral Bay Nickel Corporation (Philippines)
On October 21, 2013, a ship left the Philippines for Japan.It was carrying the first shipment of mixed sulfide (MS, a mixture of nickel and cobalt sulfides) produced at Taganito HPAL.Four years after plant construction was decided in 2009, this represented a major step forward for SMM as a world leader in the non-ferrous metals industry.
050414 15
Special Feature Start of Production at Taganito HPAL and Establishment of 100,000-tonne Nickel Production Structure
Taganito HPAL Plant Opening Ceremony Taganito HPAL Nickel Corporation (Philippines)
Taganito Project
In 2007, when the second production line at Coral Bay was under construction, SMM and NAC, aiming for further expansion of their nickel busi-ness, began a feasibility study to determine whether or not another HPAL plant could be built adjacent to NAC’s Taganito Mine on the Philip-pine island of Mindanao. The smelting and refin-ing process must be adjusted to fit the physical properties and quality of the ore, particularly for hydrometallurgical process. The study showed that ore from Taganito was similar to that at Coral Bay. Based on this finding, the Taganito Project was formally launched in partnership with NAC and Mitsui & Co., Ltd. in 2009. In September 2013, after a four-year construction process, an
opening ceremony was held with attendance from key figures including representatives of the Philippine government and local community.
Special Characteristics of Taganito HPAL
Taganito HPAL occupies a site of approximately 750,000 m2. MS (Mixed sulfide: a mixture of nickel and cobalt sulfides) produced here makes a journey of around a week from the nearby port to Japan. The plant at Taganito HPAL uses the latest HPAL technology, maximizing on our opera-tional experience at Coral Bay. It has two HPAL production lines, each with 15,000 tonnes of annual capacity. The smelting and refining pro-cess has been optimized for the ore from Taganito and measures have been implemented
to ensure optimal plant operation, such as rein-forcement of processes that could pose potential bottlenecks on the production lines.Taganito HPAL was set up by Philippine staff from Coral Bay in collaboration with SMM staff from Japan. The smelting and refining technology they were trained in at SMM in Japan, and which they honed at Coral Bay, is now behind operations at Taganito.
Completion of 100,000-tonne Nickel Production Capacity, Looking to 150,000-tonne Capacity
The MS produced at Taganito and Coral Bay has a nickel grade of 55% to 60%, and is transported to our Niihama Nickel Refinery and the Harima
Smelter in Japan. At the Niihama Nickel Refinery it is refined into electrolytic nickel using the MCLE process, and chemical products such as nickel sulfate are also produced. The Harima Smelter has been processing zinc since 1966, and in 2014 it began producing nickel sulfate di-rectly from MS using the latest facilities.With these efforts, SMM has achieved its inter-mediate goal of an annual nickel production capacity of 100,000 tonnes. An annual production capacity of 150,000 tonnes is part of SMM’s long-term vision under the current 2012 3-Year Business Plan. Going forward, SMM will continue to apply its technical strengths to solidify its posi-tion as one of the world’s top nickel producers.
16 17
Projects in Progress
Capital Expenditure Plan
12 3-Yr Business Plan(3-year total)
Sierra Gorda Project (Chile) Taganito HPAL Nickel Corporation (Philippines) Nickel Sulfate Plant, Harima Smelter (Japan)
•Production expansion decided •Complete construction, begin full operation
Mineral Resources
Battery materials (increase production of lithium nickel oxide)M
aterials
Smelting & Refining
Pogo Gold Mine •Increased interest from 51% to 85%
•Begin mining in East Deep sectionAu
Stone Boy Project •Begin Alaska gold prospectingAu
Harima Smelter (increase production of nickel sulfate)
•Start of productionNickelsulfate
Capacity expansion at Niihama Nickel Refinery
•41,000-tonne capacity structure complete
•65,000-tonne capacity structure investment decided
•65,000-tonne capacity structure complete•Receipt of Taganito raw material
•Construction complete•Receipt of Taganito raw material
Ni
Taganito Project •Construction completed •Full operation of 30,000-tonne annual production structure
Ni •Shift to 36,000-tonne capacity structure
Hishikari Mine •Start of construction for deeper ore body development plan
Au •Planned start of deeper ore body mining
Cerro Verde Mine Expansion Project
Cu •Start of construction on expansion project
[2016]•Full-scale production capacity
Morenci Mine Expansion Project
Cu •Completion of plant expansion, begin full production (planned)
Sierra Gorda ProjectCu •Start of production Phase 1 ramp-up
•Phase 1 startup (annual capacity: 110,000 tonnes)
•Phase 2 startup•Participation agreement
Name 2009 2010 2011 2012 2013 2014 Outlook
MineralResources
Other
Materials
Smelting & Refining(Taganito)
Smelting& Refining(domesticand other)
Smelting & Refining(CBNC)
170billionyen
Smelting& Refining
480
360110
350
260
140
+ Acquisitionof overseasproductioninterests
18 19
63.2%SegmentProfit
Mineral Resources BusinessReview of Operations
Fiscal 2013 Review
Sumitomo’s Mineral Resources business got under way in the mid-17th century. In 1691, operations began at the Besshi Copper Mine, one of the richest in the world at that time.The expertise cultivated through those operations was applied to the Hishikari Mine, which opened in 1985. Today, SMM is engaged in exploration and development activities around the globe.
During the term, operations at Hishikari Mine proceeded on a stable basis, producing 7.0 tonnes of gold. A rise in the ore grade at the Pogo Gold Mine resulted in increased production from the previous year, reaching 10.5 tonnes.Overseas, copper production at Morenci Mine was also
stable. While copper output from the Candelaria Mine rose thanks to a rise in the ore grade, output fell at the Cerro Verde Mine mainly due to a decline in the ore grade.
OutlookProduction began at the Sierra Gorda Mine in August 2014, and we will continue working to reach full-scale production. The expansion project at the Morenci Mine has almost been com-pleted. and we will bring the facility on line and move toward full-scale production. We are also advancing work on the Cerro Verde Mine expansion, aiming for completion in 2016. Projected gold production during fiscal 2014 is 6.5 tonnes at the Hishikari Mine and 10.7 tonnes at the Pogo Gold Mine. Elsewhere, we will also continue to actively explore the
vicinity of operating mines, as well as evaluate possible participation in development projects.
The Sierra Gorda Project is a copper mine develop-ment project in the Republic of Chile being carried out with KGHM Polska Mied S.A. of Poland. In May 2011, SMM concluded an investment participation agreement with Quadra FNX Mining Ltd., currently a subsidiary of KGHM. In addition to our production interest in the proj-
ect, SMM has a 50% copper concentrates off-take right, and this concentrate will be supplied to the
Toyo Smelter & Refinery. This will have the advan-tage of providing stable supply for our Smelting & Refining business. This mining development project was substan-
tially completed in August 2014 and has started production of copper concentrates. We will work toward startup of full production, and collaborate closely with KGHM to promote the second phase expansion project currently planned.
Gold ore (Hishikari Mine)
Exploration Costs SMM’s Metal Interests by Mine
0
4
(¥ billions)8
■ New deposit exploration■ Exploration around existing mines
(as of December 31, 2013)
0
100
(gold: t)200
170
5.56.4
5.4 144
Copper Mine ProjectLocation
Start of Production
Minable Ore
Mining and Milling Methods
Metal Volume Content
Average Annual Production
Mine Life
Equity Interests
Region 2 of the Republic of Chile
2014
Approx. 1.3 billion tonnes (sulfide ore only)
Open-pit mining and conventional flotation methods
Copper: 5 million tonnesMolybdenum: 300,000 tonnes
Copper: 220,000 tonnesMolybdenum: 11,000 tonnes
20 years
SMM: 31.5%KGHM: 55%Sumitomo Corporation: 13.5%
Note: •Hishikari MineRecoverable metal, JIS standard: 170 t
•Pogo Gold MineReserve: 59 tResource: 85 t(Canadian standard)
Sierra Gorda Project
Review of Operations:Review of Operations: Mineral Resources Business Mineral Resources Business
Net Sales Segment Profit
0
50
66.11
(¥ billions)100
69.06
Capital Expenditure / Depreciation
0
15,0008,987
6,524
(¥ millions)30,000
■■ Capital expenditure■■ Depreciation
19,387
8,782
0
75
104.87 113.90
(¥ billions)150
2012 (FY)2013 2012 2013 (FY) (FY)2012 2013
2012 2013 2014Planned
(FY) Hishikari Pogo
20 21
26.7%SegmentProfit
SMM’s Nickel Business
Smelting & Refining BusinessReview of Operations
Fiscal 2013 Review
SMM smelts and refines raw materials procured from a variety of sources into such metals as copper, nickel, and gold. SMM possesses world-class smelting and refining technologies and has forged a solid position within its industry. As an example, SMM became the first in the world to successfully commercialize HPAL technology for the recovery of nickel from low-grade ore, which had been difficult with conventional technologies.
Due to maintenance work carried out every other year, production at the Toyo Smelter & Refinery fell compared to the previous term. Electrolytic copper production decreased by 35,000 tonnes, to 401,000 tonnes.Work to expand production capacity at the Niihama Nickel
Refinery from 41,000 tonnes to 65,000 tonnes was completed during the term. Furthermore, thanks to the launch of Taganito HPAL, which supplies the refinery with nickel intermediates, production of electrolytic nickel rose significantly. Electrolytic nickel production for the year under review totaled 50,000 tonnes, up 9,000 tonnes from the previous term. Ferronickel production at Hyuga Smelting Co., Ltd. was roughly the same as during the previous term at 22,000 tonnes.
Electrolytic nickel
Review of Operations: Review of Operations: Smelting & Refining BusinessSmelting & Refining Business
SMM will continue to reinforce its cost competitiveness in copper smelting to maintain a stable profit structure.Taganito HPAL will operate throughout the year, and produc-
tion of electrolytic nickel during fiscal 2014 is projected to increase to 58,000 tonnes, up 8,000 tonnes compared to the previous term.
Outlook
Net Sales
0
400
637.80
(¥ billions)800
631.84
2012 (FY)2013
Segment Profit
0
20
40.65
(¥ billions)50
29.10
2012 (FY)2013
Capital Expenditure / Depreciation
0
25,000
40,146
12,169
(¥ millions)50,000
■■ Capital expenditure■■ Depreciation
34,656
13,390
2012 (FY)2013
SMM produces electrolytic nickel, nickel chemical products, and ferronickel. Electrolytic nickel, nickel sulfate, nickel chloride, and other products are produced at our Niihama Nickel Refinery. Nickel sulfate is also produced at the Harima Smelter, while ferronickel is produced by Hyuga Smelting Co., Ltd.The principal raw material for electrolytic
nickel and nickel chemical products is MS pro-duced by Coral Bay Nickel Corporation and Taganito HPAL Nickel Corporation. The Niihama Nickel Refinery uses the MCLE method to refine MS, which has an ore grade of 55% to 60%, as well as nickel matte and other raw ma-terials to produce 99.99% grade electrolytic nickel and other chemical products. In addition, the Harima Smelter produces nickel sulfate from MS. Combined total production of elec-
trolytic nickel and nickel chemical products for fiscal 2014 is projected to be 68,000 tonnes of nickel equivalent. Nickel sulfate produced at the Niihama Nickel
Refinery is sold to customers and also trans-ported approximately five kilometers to the Isoura Plant, where it serves as a raw material for batteries produced by our Materials Division.The raw material for ferronickel is nickel ore
with a grade of approximately 2%. Until fiscal 2013, approximately 40% of the raw material we used came from Indonesia. However, the new mining law in Indonesia effective from January 2014 has halted imports of this ore. By accessing raw material from the Philippines and other sources, we expect to maintain fiscal 2014 production at approximately 22,000 tonnes.
■ Nickel Production Flow
Custom
ers
MS(nickel grade:approx.
55% to 60%)TaganitoHPALNickel
CoralBayNickel
IsouraPlant
Batterymaterials
Ferronickel(nickel grade: approx. 15% to 20%)
HarimaSmelter
HyugaSmeltingCo., Ltd.
NiihamaNickelRefinery
Nickel sulfate
Nickelsulfate
Nickelsulfate
Low-grade nickeloxide ores(nickel grade:approx. 1%)
Low-grade nickeloxide ores(nickel grade:approx. 1%)
Rio TubaMine
TaganitoMine
PT ValeIndonesia,others
New Caledoniaand Philippinenickel mines
Nickel ore
Other chemical products
Electrolytic nickel(nickel grade: 99.99%)
Other raw materials
Nickel matte
22 23
Review of Operations: Review of Operations: Materials BusinessMaterials Business
N.E. Chemcat Corporation is a joint venture of SMM and BASF SE of Germany, one of the world’s leading chemical companies. As an SMM affiliate, N.E. Chemcat is one of Japan’s largest developer-manufacturers of precious metal catalysts, for purifying hazardous sub-stances in automobile exhaust gases, and chemical catalysts for petrochemicals, phar-maceuticals, aromatic chemicals and other purposes. N.E. Chemcat will continue to utilize its accumulated catalyst technology to develop new catalysts.Nippon Ketjen Co., Ltd. is a joint venture
between SMM and Albemarle Corporation of
the United States, a leader in high polymer chemistry, catalysts, and related fields. Nippon Ketjen develops and manufactures petroleum hydrogenation and hydroprocess-ing catalysts, offers off-site catalyst regen-eration, provides other technical services, and is engaged in related process licensing. By deploying technically advanced and eco-nomical solutions for the oil refining industry, Nippon Ketjen is working to protect the global environment.SMM is collaborating with BASF and
Albemarle to advance our strategies for further growth in the catalyst business.
Catalyst Business
Materials BusinessReview of Operations
Fiscal 2013 Review
A wide range of metals are used in the manufacture of electronic equipment. Copper, for example, is a critical input for electric circuitry manufacture, while nickel is used in the production of battery materials and capacitors. SMM has been engaged in the Materials business since the 1960s and will continue to process and supply advanced metal products by leveraging its accumulated technologies.
Demand for battery materials for hybrid and electric vehicles was strong during the term. Demand was also healthy for leadframes widely used in semiconductor devices, as well as electronic pastes for tablet devices and smartphones. The decrease in sales for the segment was due to our with-
drawal from the gold bonding wire business in fiscal 2012.
In the field of battery materials, we completed our production capacity expansion of nickel lithium oxide in June 2014, raising monthly capacity from 300 to 850 tonnes. The nickel lithium oxide we produce is used in batteries for electric vehicles manufactured by Tesla Motors, Inc. of the US.Going forward, we will continue investing resources in prod-
uct development in the fields of environment and energy, where growth is expected.
Battery materials (Isoura Plant)
Outlook
Net Sales
0
100
153.33
(¥ billions)200
156.61
2012 2013 (FY)
Segment Profit
0
7.5
3.30
(¥ billions)15
11.07
2012 2013 (FY)
Capital Expenditure / Depreciation
0
6,000
(¥ millions)12,000
■■ Capital expenditure■■ Depreciation
8,379 8,0078,2216,811
2012 2013 (FY)
Nickel hydroxide
Nickel hydroxide is used as a cathode mate-rial in nickel metal hydride batteries, which are used in leading hybrid vehicles. SMM products boast a commanding share of the market for this material.Lithium nickel oxide serves as a secondary
battery cathode material for compact bat-teries. This material enables the production of batteries with high recharging efficiency.Users of electric vehicle batteries demand increased capacity to realize longer range.
Battery Materials
SMM is promoting R&D to achieve further improvements in nickel battery materials.
Leadframes
Leadframes
10.1%SegmentProfit
Leadframes are components used in semi-conductor packages, such as integrated cir-cuits, to connect semiconductor chips with external wiring. In fiscal 2013, we launched SH Materials Co., Ltd., a new company com-bining our own leadframe business with that of Hitachi Metals, Ltd. The SH Materials Group currently has the world’s top lead-frame share, and provides a wide range of products to manufacturers in China and elsewhere in Asia.
24 25
Materials Business: Major Affiliates & Sites
SMM Mines and Smelters/RefineriesBusiness Network
Business Network:B i N k SMM Mines and Smelters/RefineriesSMM Mi d S l /R fi iMaterials Business: Major Affiliates & SitesMaterials Business: Major Affiliates & Sites
1
4
9, 10, 116, 7, 8,
2, 3
19, 20
22, 23,24, 2526, 27
16, 17, 18
5
29, 30
31, 32, 33
21
28
34
15
12, 13, 14
2526
Sumiko Kunitomi Denshi Co., Ltd.
SMM Precision Co., Ltd.
GRANOPT Co., Ltd.
SH Precision Co., Ltd.
SH Copper Products Co., Ltd.
Ome District Div.
SH Materials Co., Ltd.
N.E. Chemcat Corporation
Nippon Ketjen Co., Ltd.
Sumitomo Metal Mining Siporex Co., Ltd.
Sumico Lubricant Co., Ltd.
Sagami Plant
Nittosha Co., Ltd.
SumikoTec Co., Ltd.
Shinko Co., Ltd.
Isoura Plant
Niihama Electronics Co., Ltd.
Niihama Materials Co., Ltd.
Ohkuchi Electronics Co., Ltd.
Ohkuchi Materials Co., Ltd.
SMM KOREA Co., Ltd.
Shanghai Sumiko Electronic Paste Co., Ltd.
SH Electronics Suzhou Co., Ltd.
Suzhou SH Precision Co., Ltd.
Sumiko Advanced Materials (Suzhou) Co., Ltd.
SH Electronics Chengdu Co., Ltd.
SH Precision Chengdu Co., Ltd.
Dongguan Sumiko Electronic Paste Co., Ltd.
SH Electronics Taiwan Co., Ltd.
Taiwan Sumiko Materials Co., Ltd.
Malaysian SH Electronics Sdn. Bhd.
Malaysian SH Precision Sdn. Bhd.
Malaysian Electronics Materials Sdn. Bhd.
SH Asia Pacific Pte. Ltd.
12345678910
1112
13
19202122
2324
1415161718
2728293031323334
Hishikari Mine
Ojos del Salado (16.0%)
Pogo (85.0%)
Morenci (12.0%)
Cerro Verde (16.8%)
Sierra Gorda (31.5%)
Candelaria (16.0%)
Harima Smelter
Toyo Smelter & Refinery
Niihama Nickel Refinery
Shisaka Smelting Co., Ltd.
Hyuga Smelting Co., Ltd. (60%)Jinlong Copper Co., Ltd. (27.1%)
Coral Bay Nickel Corporation (54.0%)
Taganito HPAL Nickel Corporation (62.5%)
Sorowako (20.1%)
Batu Hijau (3.5%)
Northparkes (13.3%)
Goro (7.6%)
Figesbal (25.5%)
Figures in parentheses indicate percentage interest
MineralResources Business
Smelting & Refining Business
Copper
Gold
Copper
Nickel
Other
Besshi-Niihama District Division
Nickel Asia Corporation (25.7%)
Head Office Other Major Site / Affiliated Company
26 27
Corporate Governance
General Meeting of Shareholders
Decision-Making and Supervision
Business Execution
Auditing
President
Business Operations Social Responsibility
Executive Officers
Operating Department Internal Audit Department(Headquarters)
ManagementCommittee
CSRCommittee
Internal ControlCommittee
Enterprise ValueEnhancement Committee
Efficient Resource Utilization
Environmental Protection
Corporate CitizenshipHuman Rights and HumanResources Development
Occupational Health & Safety
Communications
IndependentPublic Accountant
Audit & SupervisoryBoard
Corporate Governance Framework
Compliance W
G
Board of Directors
Risk M
anagement W
G
Six CSR Subcom
mittees
Basic Policy Stance, Structure and Systems
Management Decision-Making and Business Execution Structures and Systems
Auditing System
Remuneration System for Directors and Audit & Supervisory Board Members
OfficerClassification
Directors (excluding one outside director)
(¥ millions)
Audit & Supervisory Board Members(excluding two outside Audit & Supervisory Board Members)Outside Directors and Outside Audit & Supervisory Board Members
Numberof
Officers7
2
3
TotalRemuneration
Total Remuneration by TypeBasic Remuneration Bonus
379 303 76
63 ―
36 ―
63
36
Executive Officer SystemExecutive officers are appointed by the Board of Directors. As previously mentioned, substantial authority has been delegated to executive officers whose authority and responsibilities have been clearly defined to reinforce their executive function. Executive officers are entrusted with important positions (such as heading an operational division, a department or an office at the Company’s headquarters) and expected to perform their duties with the specific authority assigned to each position. In addition, executive officers report on the status of business execution once a month at executive officer meetings.
Audit & Supervisory BoardSMM is a company with an Audit & Supervisory Board. Audit & Supervisory Board Members remain independent of the Board of Directors and audit the status of management decision- making, business execution and accounting. SMM’s Articles of Incorporation provide for up to five Audit & Supervisory Board Members. The Audit & Supervisory Board meets on a regular basis once a month, with extraordinary meetings held as and when required in conjunction with meetings of the Board of Directors.Audit & Supervisory Board Members attend meetings of the
Board of Directors, Management Committee and all other meet-ings considered of importance. Audits are conducted on the basis of reports received from directors, consideration of finan-cial reports and materials, and onsite visits to business offices and plants as well as subsidiaries. Audit & Supervisory Board Members belonging to the Company present their opinions at important meetings including meetings of the Board of Direc-tors based on the audits they have conducted as Audit & Super-visory Board Members (Standing) independently from the Com-pany while outside Audit & Supervisory Board Members pres-ent their opinions based on their respective experiences and expertise in specialist fields. Audit & Supervisory Board Mem-bers (Standing) shall report the details of onsite audits that have been conducted solely by Audit & Supervisory Board Members (Standing) as well as meetings that were not attended by outside Audit & Supervisory Board Members at meetings of the Audit & Supervisory Board.
Collaboration between the Internal Audit Department, Independent Public Accountant and Audit & Supervisory Board MembersThe Internal Audit Department undertakes internal audits on a regular basis on the status of business execution across the SMM Group. At the same time, the Internal Audit Department provides an explanation of its audit plans to Audit & Supervi-sory Board Members while passing on all relevant information. Audit & Supervisory Board Members provide details of audit plans determined during meetings of the Audit & Supervisory Board to the Internal Audit Department, accompany officers of the Internal Audit Department when conducting internal audits as required, and attend meetings when reports on the results of internal audits are delivered to executive officers and the heads of operational divisions.KPMG AZSA & Co. is currently the Company’s independent
public accountant and conducts accounting as well as internal control audits in its capacity as an independent public account-ing firm. Audit & Supervisory Board Members provide details of audit plans to the independent public accountant. Audit &
Supervisory Board Members in turn receive explanations regarding audit plans and reports on audit results from the independent public accountant. In this manner, close collabora-tion is maintained between the independent public accountant and Audit & Supervisory Board Members.
Limits on the total amounts of remuneration paid to directors and Audit & Supervisory Board Members are ratified at shareholders meetings. In addition, the total amount of bonuses to be paid to directors (with the exception of outside directors), if applicable, is also ratified at shareholders meetings.While the amount of remuneration paid to each director is
determined by the representative director under the authority of the Board of Directors, the basic remuneration (excluding bonus payments) takes into consideration predetermined criteria based on the Company’s performance as well as other factors including an evaluation of the performance of each division and the status of business execution together with the performance of each individual based on specific office assess-ment criteria. Bonuses (with the exception of outside directors) are determined based on the same remuneration criteria together with an assessment of each individual’s performance. Taking into consideration the independent status of outside directors and the focus placed on outside directors’ oversight function, an assessment of individual performance is not reflected in the payment of remuneration to outside directors. Accordingly, the payment of remuneration to outside directors is limited to basic remuneration and does not include any bonus payment.While the payment of remuneration to individual Audit &
Supervisory Board Members is determined through delibera-tions between Audit & Supervisory Board Members, taking into consideration the independent status of Audit & Supervisory Board Members in the execution of their duties and the focus placed on the audit function, an assessment of individual performance is not reflected in the payment of remuneration to Audit & Supervisory Board Members. Accordingly, the payment of remuneration to Audit & Supervisory Board Members is limited to basic remuneration and does not include any bonus payment.SMM does not provide for such long-term incentive remu-
neration as stock options. Moreover, the Company abolished its system of retirement and severance benefits for directors and Audit & Supervisory Board Members in 2005.The total amounts of remuneration by officer classification
and type as well as the number of officers to whom remunera-tion was paid (including officers who retired during the period) for the fiscal year under review are presented as follows.
SMM is committed to building and developing an outstanding corporate governance structure and systems that balance the requirements of maximizing enterprise value and securing a sound financial position as a part of efforts to garner the trust and fulfill the expectations of all stakeholders including shareholders.
Note: In addition to the aforementioned, an employee salary portion totaling ¥28 million was paid to an employee who holds the concurrent position of director.
● The SMM Group views corporate governance as a dis-ciplinary framework both for maximizing the enter-prise value of the SMM Group and for ensuring sound management practices. As such, it is an important management issue.
● SMM has instituted the SMM Group Corporate Philosophy based on the Sumitomo Business Spirit, and has formulated the SMM Group Code of Conduct as a set of behavioral standards to guide executives and employees.
● SMM is committed to striving to achieve the goals contained in the business philosophy, to conducting efficient and sound business activities, to making a valuable social contribution, and to fulfilling responsi-bilities to stakeholders.
● SMM has a Board of Directors and has also adopted executive officer and Audit & Supervisory Board sys-tems to ensure that decision-making, supervision and execution of business management each function effectively within governance systems.
SMM delegates substantial authority to executive officers. This in turn has clarified the authority and responsibilities of direc-tors and executive officers, allowing the Board of Directors to channel its energies toward fulfilling timely decision-making and supervisory functions.
Directors and the Board of DirectorsSMM’s Articles of Incorporation provides for a Board of Direc-tors of up to ten members. This number is considered appropri-ate to ensure agility together with lively discussion during Board of Directors’ meetings.The Board of Directors meets on a regular basis once a
month, with extraordinary meetings held as and when required,
to ensure that decisions are made expeditiously. Any resolu-tions taken by, and any matters reported to the Board of Directors are in turn reported at meetings of executive officers to ensure that information is properly shared among officers.
Management CommitteeSMM has established the Management Committee as a forum to engage in preliminary deliberations with respect to matters that require a decision by management. The Management Committee accordingly deliberates on matters requiring careful consideration from a wider point of view prior to their submis-sion for resolution by the Board of Directors or sanction by the president. In this regard, the Management Committee plays an important role in ensuring rational decision-making, increasing the efficiency of the decision-making process and promoting appropriate internal control.
28 29
Corporate Social Responsibility
Outside Audit & Supervisory Board MemberRelationship with SMMReason for AppointmentIndependence
Attendance at Meetings
Outside DirectorRelationship with SMMReason for Appointment
Independence
Attendance at Meetings
Outside Audit & Supervisory Board MemberRelationship with SMMReason for AppointmentIndependence
Attendance at Meetings
Outside Director and Outside Audit & Supervisory Board Members
In order to ensure the integrity and transparency of manage-ment and to garner the trust of stakeholders, SMM recog-nizes the importance of accountability and information disclosure. As a result, the Company aggressively engages in investor relations (IR) activities as a part of efforts to provide all stakeholders, particularly shareholders and investors, with a deeper understanding of the Group. In specific terms, SMM posts information on its homepage and issues share-holder and annual reports. Furthermore, the president provides explanations of the Group’s business strategies and other important details to analysts and institutional investors several times each year.Complementing these activities, and in order to continu-
ously upgrade and expand the Company’s IR activities, management and the IR Department conduct individual meetings with analysts and institutional investors in Japan and overseas as well as plant inspection tours. Looking ahead, the Company will endeavor to upgrade and expand its IR activities for the benefit of individual investors.
Information Disclosure and IR ActivitiesSMM introduced takeover defense measures in 2007 and updated these in 2010. Revisions to and renewal of these measures were ratified at the Company’s 88th Ordinary General Meeting of Shareholders, held in June 2013. The Company will maintain these mea-sures with an effective period of three years, to ex-pire at the conclusion of the Company’s 91st Ordi-nary General Meeting of Shareholders in June 2016. In the event of a large-scale acquisition by a third party of the Company’s shares, an independent com-mittee shall consider any takeover proposal and make an appropriate recommendation regarding an appli-cation of takeover defense measures to preserve the Company’s enterprise value and preserve and en-hance shareholder profits.
Takeover Defense MeasuresSustainable Co-Existence with Society and the Global Environment
The SMM Group upholds the Sumitomo Business Spirit in its Corporate Philosophy and Management Vision. The very activities we pursue to substantiate the visions expressed in those lines constitute SMM’s CSR activity and their implementation will take us closer toward our goal of “sustainable co-existence with society and the global environment.”
1. SMM shall work to combat global warming by promoting recycling and effective resource utiliza-tion while also targeting technological innovation and continuous improvements in energy efficiency.
2. SMM shall promote sustainable co-existence with society by respecting the needs of local communi-ties in which we operate around the world.
3. To continue sound business activities, SMM shall respect human rights and shall try to be a company in which diverse human resources take active parts.
4. According safety the highest priority, SMM shall provide safe, comfortable working environments and seek to eliminate occupational accidents.
5. SMM shall strengthen communications with all stake-holders to build healthy, trust-based relationships.
CSR Objectives
SMM’s Philosophy
CSR Policy
In 2008, SMM determined six key areas of CSR activity for the Group and a CSR Vision for 2020 based on the impact of those areas on the Group and the extent of related social needs.We will actively pursue initiatives in those areas in line with the CSR Policy, toward our goal of “sustainable co-existence with society and the global environment.”
CSR Visionfor 2020
A company that generates resources using innovative technology
Effective useof resources
Stakeholdercommunication
Contributionto societyand localcommunities
Occupationalhealth
and safety
Respect forpeople andhuman rights
Environmentalpreservation
Reduced CO2 emissions(energy savings)and conservationof biodiversity
A company that is open to communication with stakeholder groups worldwide
A company that respects human rights and diversity, develops employees with high human rights awareness, and gives them equal opportunity based on employee motivation and abilityA company that respects the human rights of those affected by Group business activitiesA company that avoids involvement with entities violating human rights in areas with undeveloped social infrastructure and in conflict areas
A company that meets international anti-global warming standards by using advanced technologies
A company in which employees are proud to work along with the company on social contribution activities rooted in local areas
A company that accords safety the highest priority and provides comfortable working environments
Six Key CSR Areas and CSR Vision for 2020
Tsutomu UshijimaHe has signed a contract for Limitation of Liability with SMM and has no relationship with SMM Group companies.Based on his specialist knowledge and wealth of experience as a lawyer and a licensed tax accountant, he was appointed an outside director to provide advice to SMM on business matters, particularly from a compliance perspective.He is appointed as an independent director (an individual with no conflict of interest with general shareholders) based on the regulations of the Tokyo Stock Exchange.During the term, the Board of Directors convened 22 times (12 regular meetings and 10 extraordinary sessions). He attended 20 of these meetings (11 regular meetings and 9 extraordinary sessions).
Hikoyuki Miwa
He has signed a contract for Limitation of Liability with SMM and has no relationship with SMM Group companies.Based on his auditing experience accumulated over many years at audit firms as well as his extensive knowledge in corporate management, he was appointed an outside Audit & Supervisory Board Member.He is appointed as an independent auditor (an individual with no conflict of interest with general shareholders) based on the regulations of the Tokyo Stock Exchange.During the term, he attended all 22 Board of Directors meetings (12 regular meetings and 10 extraordinary sessions) and all 15 meetings of the Audit & Supervisory Board.
Shigeru Nozaki
He has signed a contract for Limitation of Liability with SMM and has no relationship with SMM Group companies.Based on his wealth of financial institution experience he was appointed an outside Audit & Supervisory Board Member to provide his knowledge on business matters, particularly from an international perspective.He is appointed as an independent auditor (an individual with no conflict of interest with general shareholders) based on the regulations of the Tokyo Stock Exchange.During the term, the Board of Directors convened 22 times (12 regular meetings and 10 extraordinary sessions). He attended 20 of these meetings (12 regular meetings and 8 extraordinary sessions) and all 15 meetings of the Audit & Supervisory Board.
The Sumitomo Group has been developing its business for around four centuries through continuous adherence to the Sumitomo Business Spirit.Acknowledging the importance of the values and ethics our forerunners built into the Sumitomo Business Spirit, we will make every effort to strengthen SMM Group business and consolidate society’s trust in us.
30 31
Directors and Audit & Supervisory Board Members
Akira NozakiDirector
Norifumi UshironeDirector
Naoyuki TsuchidaDirector
Takeshi KubotaDirector
Mikinobu OgataDirector
Tsutomu UshijimaOutside Director
Nobumasa KemoriChairman,
Representative Director
Kazuo NakashigeStanding Senior Audit & Supervisory Board Member
Hajime SatoStanding Audit & Supervisory Board Member
Hikoyuki MiwaOutside Audit & Supervisory Board Member
Shigeru NozakiOutside Audit & Supervisory Board Member
Yoshiaki NakazatoPresident,
Representative Director
34
36
40
42
43
45
46
79
Financial Section
Eleven-Year Financial Summary
Management’s Discussion & Analysis of Financial Position and Operating Results
Consolidated Balance Sheets
Consolidated Statements of Income / Consolidated Statements of Comprehensive Income
Consolidated Statements of Changes in Net Assets
Consolidated Statements of Cash Flows
Notes to Consolidated Financial Statements
Independent Auditors’ Report
32 33
34 35
Eleven-Year Financial SummarySUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
Years ended March 31 2014 2013 2012 2011 2010 2009 2008 2007 2006 2005 2004
Results for the year:
Net sales ¥ 830,546 ¥ 808,540 ¥ 847,897 ¥ 864,077 ¥ 725,827 ¥ 793,797 ¥ 1,132,372 ¥ 966,764 ¥ 625,579 ¥ 484,585 ¥ 402,131
Gross profit 124,822 140,650 132,421 138,810 105,956 56,887 198,147 203,180 120,137 82,878 53,714
Operating income 75,418 95,785 88,577 96,038 66,265 10,534 155,394 162,632 82,756 47,893 22,778
Other income (expenses) 35,588 26,670 (615) 27,356 16,511 12,408 61,110 42,985 10,218 6,024 8,416
Income before income taxes and minority interests 111,006 122,455 87,962 123,394 82,776 22,942 216,504 205,617 92,974 53,917 31,194
Net income 80,258 86,640 65,286 83,962 53,952 21,974 137,808 126,054 62,800 37,017 19,882
Equity in earnings of affiliated companies 29,770 17,100 23,217 34,832 26,090 31,536 73,956 46,708 21,915 13,513 7,112
Capital expenditures 66,441 59,291 73,143 53,105 26,414 47,723 65,145 51,567 50,568 36,488 46,540
Depreciation 32,426 27,578 31,132 34,625 34,746 34,268 30,505 25,693 22,951 20,578 17,824
Net interest expenses 3,530 (144) 663 257 (654) (271) (2,209) (2,606) (1,281) (893) (1,098)
Net cash flows from operating activities 80,014 114,665 144,999 102,458 44,153 128,000 157,383 95,985 70,772 40,150 32,324
Net cash flows from investing activities (126,937) (88,745) (135,932) (75,735) (75,443) (28,386) (126,413) (77,429) (102,384) (31,725) (17,448)
Net cash flows from financing activities 81 21,549 50,314 7,379 (19,322) (74,086) 55,727 (10,073) 28,723 6,097 (9,293)
Free cash flows (46,923) 25,920 9,067 26,723 (31,290) 99,614 30,970 18,556 (31,612) 8,425 14,876
Financial position at year-end:
Total assets 1,572,367 1,351,153 1,146,759 1,052,353 981,458 880,001 1,091,716 929,208 772,562 573,925 517,930
Net assets 1,019,053 844,547 726,039 684,103 629,684 547,251 640,345 528,921 394,899 – –
Shareholders' equity *1 − – – – – – – – – 283,897 253,071
Long-term debt due after one year 243,130 212,323 157,119 135,128 132,311 141,716 169,394 93,800 114,405 109,777 86,437
Interest-bearing debt 383,580 330,073 265,951 210,969 200,939 218,534 258,054 189,910 190,891 160,533 148,351
Working capital 314,198 338,866 312,542 267,072 229,259 206,123 266,250 103,791 72,228 86,382 52,795
Amounts per share (yen):
Net income
− Basic 145.35 155.58 116.17 149.38 96.26 38.87 238.13 220.49 109.96 64.77 34.76
− Diluted 129.71 142.40 106.84 136.98 88.75 36.18 231.50 213.67 108.87 – –
Shareholders' equity 1,653.83 1,393.02 1,173.97 1,121.19 1,043.50 913.92 1,017.96 859.82 654.15 497.57 443.29
Cash dividends 37.0 34.0 28.0 32.0 20.0 13.0 30.0 27.0 14.0 8.0 6.0
Key ratios:
ROA (%) 5.49 6.94 5.94 8.26 5.80 2.23 13.64 14.81 9.33 6.78 4.02
ROE (%) *1 9.54 12.13 10.12 13.80 9.89 4.02 25.39 28.99 19.10 13.79 8.35
Equity ratio (%) *1 58.1 56.9 57.5 59.9 59.8 57.3 54.0 53.4 48.4 49.5 48.9
Interest-bearing debt to total asset ratio (%) 24.4 24.4 23.2 20.0 20.5 24.8 23.6 20.4 24.7 28.0 28.6
Debt-to-equity ratio (times) *1 0.42 0.43 0.40 0.33 0.34 0.43 0.44 0.38 0.51 0.57 0.59
Current ratio (times) 2.40 2.60 2.67 2.30 2.19 2.17 2.04 1.39 1.33 1.61 1.38
*1 Shareholders’ equity are defined as following equation. Shareholders’ equity = Total shareholders’ equity + Accumulated other comprehensive income
*2 The Company applied the new accounting method retroactively and restated the consolidated financial statements for the year ended March 31, 2012.
Millions of yen (except per share amounts and key ratios)
*2
36 37
Management’s Discussion & Analysis ofFinancial Position and Operating ResultsSUMITOMO METAL MINING CO., LTD, AND CONSOLIDATED SUBSIDIARIES
increased equity earnings of affi liated companies and theinfl uence of the yen’s depreciation; an expansion in prop-erty, plant and equipment due to capital expenditures in theTaganito Project; and long-term loans to the Sierra GordaProject.
LiabilitiesTotal liabilities amounted to ¥553,314 million as of the endof fi scal 2013, an increase of ¥46,708 million comparedwith ¥506,606 million a year earlier. Of this total, currentliabilities rose ¥12,377 million to ¥223,763 million, attribut-able to such factors as an increase in debt due within oneyear. Meanwhile, long-term liabilities rose ¥34,331 millionto ¥329,551 million. This largely refl ected the increase inlong-term debt to fund continuing aggressive investment inlarge-scale projects.
Net AssetsNet assets as of March 31, 2014 stood at ¥1,019,053 million,up ¥174,506 million from ¥844,547 million at the end of theprevious fi scal year. Net income for the period was ¥80,258million, due in part to substantial positive foreign currencytranslation adjustments resulting from depreciation in thevalue of the yen. In line with the increase in net assets, netassets per share improved from ¥1,393.02 to ¥1,653.83 asof March 31, 2014.
Major Financial IndicatorsDue to the aforementioned factors, the D/E ratio remainedsubstantially unchanged at 0.42, compared to 0.43 at theend of the previous year. The equity ratio remained sound,increasing slightly from 56.9% to 58.1%.
Cash FlowsNet cash provided by operating activities came to ¥80,014million, down from ¥114,665 million at the end of the previ-ous fi scal year, due to lower income before taxes and minor-ity interests, higher corporate taxes and other payables, andan increase in inventories.Net cash used in investing activities totaled ¥126,937 mil-
Research and Development (R&D) ExpensesTotal fi scal 2013 R&D expenses amounted to ¥6,648 mil-lion, an increase of ¥1,649 million (33.6%) compared withthe previous term.In the Mineral Resources segment, we are carrying out R&Drelating to non-ferrous ore processing, including dressingtechnology development to improve refi ned ore quality andyield, as well as processing of effl uent from the HishikariMine and inactive mines in Japan.In the Smelting & Refi ning segment, the major R&D themesincluded the development of refi ning technologies that willfoster the ability to handle a wide range of raw materialsand ore grades and improved cost competitiveness, as wellas the development of new metal-refi ning processes. In ad-dition, the segment moved ahead with the development ofrecycling processes with respect to rare and other metals,including nickel from used hybrid-vehicle secondary batter-ies.In the Materials segment, R&D initiatives were mainly direct-ed toward functional and wiring materials related to second-ary batteries, solar cells, fuel cells, energy-effi cient lighting,and other energy-effi cient products, which are currentlydrawing attention in the energy- and environment- relatedfi eld. In particular, we are working to enhance the cost com-petitiveness, capacity, safety, and other functions of lithiumnickelate, a cathode material for lithium secondary batter-ies, to aggressively extend the use of this material into hy-brid and electric vehicles, and PC power supplies.
Financial PositionAssetsAs of March 31, 2014, total assets amounted to ¥1,572,367million, up ¥221,214 million from the level of ¥1,351,153 mil-lion recorded at the end of the previous term.Of this total, current assets fell ¥12,291 million to ¥537,961million, largely refl ecting a decrease in marketable securi-ties included in negotiable deposits. Total fi xed assets rose¥233,505 million to ¥1,034,406 million, mainly due to an in-crease in investment securities driven by such factors as
income due to such factors as a depreciating yen and ex-panding sales of electrolytic nickel.
Operating IncomeConsolidated operating income for fi scal 2013 was favor-ably impacted by the depreciating yen, but the off settingeff ects of other factors, including declining prices for goldand nickel, resulted in a net decrease of ¥20,367 million(21.3%), to ¥75,418 million.
Other Income / Income before Income Taxes andMinority InterestsIn the category of other income (expenses), signifi cant al-locations to reserves for environmental measures were re-corded; however, these were partially off set by interest anddividend income, equity in earnings of affi liated companies,and gains on foreign exchange due to depreciation of theyen. As a result, income before taxes and minority interestsfell ¥11,449 million (9.3%), to ¥111,006 million.
Net IncomeAfter accounting for taxes and minority interests, net in-come decreased ¥6,382 million (7.4%) to ¥80,258 million. Asa result, basic net income per share declined from ¥155.58at the end of the previous term to ¥145.35.
Operating Results by Business SegmentFor details regarding results and the status of businessprogress by business segment, please refer to the Reviewof Operations section on pages 20 to 25.
Capital ExpendituresTotal capital expenditures in fi scal 2013 amounted to ¥66,441million, up ¥7,150 million (12.1%) compared to the previousterm. By segment, capital expenditures were ¥19,387 mil-lion in the Mineral Resources segment; ¥34,656 million inthe Smelting & Refi ning segment, principally for the TaganitoProject; and ¥8,379 million in the Materials segment.
Scope of Consolidation: For fi scal 2013, the year endedMarch 31, 2014, the SMM Group comprised the parentcompany (Sumitomo Metal Mining Co., Ltd.), 66 subsidiar-ies (eight subsidiaries more than in the previous fi scal year),and 16 equity-method affi liates (one more equity-methodaffi liate) on a global basis.
Operating ResultsOverview of Operations and Consolidated OperatingResultsDuring fi scal 2013, the non-ferrous metals industry contin-ued to experience softening prices for nickel and copper.However, factors such as an easing of concerns regardingfuture economic conditions limited further price declines.While nickel prices subsequently rose toward the end of theterm on supply concerns caused by Indonesia’s impositionof controls on ore exports, copper prices continued to besoft. Due to an outfl ow of investment funds in response torecovering US economic conditions, gold continued seekingfurther lows, but an upward price trend emerged towardthe end of fi scal 2013. With respect to Materials segment-related industries, demand for materials used in the manu-facture of automotive batteries increased, while demand formaterials for advanced mobile devices, home appliances,and other products were buoyed by a healthy sales environ-ment.Under these circumstances, and based on the 2012 3-YearBusiness Plan, SMM is promoting a new growth strategybased on its long-term vision as the underlying platformfor bolstering the competitiveness of its three core busi-nesses̶Mineral Resources, Smelting & Refi ning, and Ma-terials̶while channeling business resources into growthsectors by revamping its business structure.
Net SalesIn fi scal 2013, consolidated net sales increased ¥22,006 mil-lion (2.7%) over the previous term to ¥830,546 million. Whilesales fi gures for copper declined, the year saw increased
Medium- to Long-Term Business Strategy and Financial PoliciesThe short-term performance of the SMM Group’s three core businesses̶Mineral Resources, Smelting & Refi ning, andMaterials̶is signifi cantly aff ected by fl uctuations in non-ferrous metals prices, demand for electronic and other relatedmaterials, and movements in foreign currency exchange rates. In addition, considerable time is required to generatereturns from investments in development of non-ferrous metal resources. In view of these unique business factors, theSMM Group recognizes the vital importance of adopting business strategies that focus on the medium to long term,opportune investment timing, and securing sustainable growth.SMM consistently maintains a sound fi nancial position to ensure that the Group is well positioned to undertake medium- to long-term investments and address any and all risks. In particular, SMM has maintained a consolidated equity ratioin excess of 50% since fi scal 2006. Under the Group’s 2012 3-Year Business Plan, which covers the period from fi scal2013 to fi scal 2015, SMM plans to selectively channel management resources into priority fi elds, acquire and expandits interests in overseas mines, and invest aggressively in construction of cutting-edge smelting and refi nery facilities.Moving forward, SMM will continue to emphasize a strong fi nancial position based on fi nancial policies of maintaininga consolidated equity ratio of at least 50% and a low level of gearing as measured by the debt-to-equity (D/E) ratio.
Debt-to-Equity Ratio and Interest-Bearing Debt■Interest-Bearing Debt Debt-to-Equity Ratio
Shareholders’ Equity and Equity Ratio■Shareholders’ Equity Equity Ratio
(¥ billions) (Ratio)
(As of March 31) (As of March 31)
(¥ billions) (%)
0
450
900
201420132012201120100
40
80
0.00
0.25
0.50
0
200
400
20142013201220112010
38 39
lion, compared with ¥88,745 million in fi scal 2012, due tohigher facilities investment to expand nickel production andadditional fi nancing for the Sierra Gorda Project, as well asincreased investment in negotiable securities.Net cash provided by fi nancing activities amounted to ¥81million, down from ¥21,549 million in the previous fi scal year.While expenditures for share buybacks were lower relativeto the previous term, such off setting factors as lower in-come from long-term liabilities resulted in a net decrease.Taking into account the aforementioned activities and afterdeducting the eff ect of exchange rate change, cash and cashequivalents as of March 31, 2014 amounted to ¥202,583million, a decrease of ¥37,108 million over the previous term.
Risk InformationThe following section provides an overview of the risk fac-tors that could exert a signifi cant eff ect on the businessperformance and fi nancial position of the SMM Group. Allforward-looking statements in the text refer to managementdecisions based on the best information available at the endof fi scal 2013.
1 Fluctuations in non-ferrous metals prices andexchange rates
1. Sustained downturn in non-ferrous metals pricesThe prices of nickel, copper, gold and other non-ferrousmetals are essentially determined by the London Metal Ex-change (LME) and other international markets (hereinafterreferred to as “LME and other market prices”). LME andother market prices are infl uenced by a number of factors,including international supply and demand, political andeconomic circumstances, speculative trading, and competi-tion from alternative materials. A sharp and sustained down-turn in non-ferrous metals prices could have a signifi cantnegative impact on the Group’s business performance andfi nancial position.
2. Appreciation of the yenNot only imported raw materials, including copper concen-trates and nickel matte but also the domestic prices of non-ferrous metals, are determined under U.S. dollar-denom-inated LME and other market standards. Accordingly, therefi ning margins earned by SMM from its Smelting & Refi n-ing business are eff ectively denominated in U.S. dollars. Inaddition, returns on investments in overseas mining devel-opments, income earned from investments in the Materialsbusiness, and revenues from exports of products in eachof the aforementioned businesses are also denominated inforeign currencies.A substantial appreciation of the yen against these curren-cies over a sustained period could exert a signifi cant nega-tive impact on the Group’s business performance and fi nan-cial position.To mitigate these external risks, the SMM Group continuesto make progress in implementing a variety of measures
aimed at boosting competitiveness, both in materials pro-curement and manufacturing.
2 Deterioration in terms of non-ferrous metal orepurchasing contracts and supply disruptions
Currently, the SMM Group procures the majority of copperores, nickel matte and other raw materials for non-ferrousmetal refi ning operations based on long-term ore-purchas-ing contracts that are not backed by investment.Each year, the raw materials purchasing terms and condi-tions of long-term ore-purchasing contracts are subjectto negotiation. In each case, there are instances in whichrequired volumes cannot be purchased at an appropriateprice due to a variety of market factors. Furthermore, asproduct prices are generally determined by such factors assupply and demand̶particularly factors relating specifi -cally to non-ferrous metals̶there are instances where thetransfer of any deterioration in the purchasing terms andconditions of raw materials to product prices is diffi cult.Supplies of ore can also be delayed or suspended due tounpredictable disruptive events beyond the control of theGroup, such as extreme weather conditions, large-scaleearthquakes, supplier operational accidents and industrialdisputes. Such factors could impose various constraints onGroup production volumes, which as a result could exert anegative impact on the Group’s business performance andfi nancial position.To mitigate such risks, the Group continues to seek to devel-op overseas mines and invest in high-grade overseas minesto secure reliable within-Group supplies of ore.
3 Uncertainty inherent in mining investmentsAs described above, the raw materials procurement policyof the SMM Group is to develop within-Group mining re-sources to boost the proprietary ore ratio. Amounts of ex-tractable ore and extraction costs can only be estimatedbased on the results of exploratory surveys.With respect to mining development, the development costsof a mining project can rise due to a variety of factors, suchas compliance with environmental or regulatory actions. Anyadditional investment or increase in the burden of extrac-tion costs arising from the inherent uncertainty associatedwith mining developments could have a negative impact onthe Group’s business performance and fi nancial position.To mitigate such risks, the SMM Group employs a selectiveinvestment policy and undertakes strict assessments of thepotential profi tability of individual mining developments,based on extensive experience in mining extraction andmine valuation accumulated over many years.
4 Environmental protection and regulatorycompliance risks
SMM Group businesses, notably its mining and non-ferrousmetal smelting and refi ning operations, are subject to abroad range of laws and regulations in such areas as occu-
pational safety and health, environmental protection, pollu-tion prevention, industrial waste disposal and managementof potentially toxic substances.In accordance with these statutory and regulatory require-ments, operators may be charged with compensation forloss or damages, irrespective of the existence of negligenceor otherwise, or demands for the maintenance and manage-ment of abandoned mines. Moreover, operators may incurthe burden of additional expenses due to requirements im-posed under new environmental standards and regulations.At the same time, both the mining and non-ferrous metalsrefi ning industries incur the risks and associated responsi-bilities for environmental pollution as well as the disposal ofmining and industrial waste. Ongoing regulatory compliancecosts are substantial and subject to unexpected increasesas the result of the sudden emergence of previously un-known risks. The costs of ensuring regulatory compliancecould therefore exert a negative impact on the Group’s busi-ness performance and fi nancial position.To mitigate such risks, the Group seeks to ensure that op-erations are in full compliance with environmental protec-tion and other laws and regulations through the operationof environmental and risk management systems based onstrict standards. The Group also endeavors to manage op-erations so that related compliance costs are kept withinreasonable limits.
5 Risks associated with market shifts, new productdevelopment and intellectual property rights
In those markets related to the Group’s Materials business,increasingly longer periods are required for the develop-ment of new products due largely to rapid changes in ap-plied technologies, customer requirements and product life.This is even as product development programs in these ar-eas require the investment of increasingly large amounts oftime and resources.Expected returns on investment from related new productdevelopment programs may not materialize due to obsoles-cence caused by technological progress, delays caused byresponding to customer requests, or the launch of competi-tor products among other factors. Customer demand forproducts may also decline in the future. All these variousfactors could have a negative impact on the Group’s busi-ness performance and fi nancial position.In addition, sales volumes of the Group’s mainstay Materi-als business products are dependent upon customer pro-duction levels of such items as mobile handsets, PCs, andelectric household appliances. Accordingly, performanceis subject to a variety of factors including cyclical demandfor the products manufactured by customers, advances intechnological innovation, and general economic trends.As a result of such factors, the development of new prod-ucts and sales of existing products in the Group’s Materialsbusiness may not progress in accordance with plans. This inturn could exert a negative impact on the Group’s business
performance and fi nancial position.The SMM Group recognizes the importance and value ofacquiring intellectual property rights and managing suchrights properly in accordance with related laws and regu-lations. However, it is not always possible to secure suchrights even if the necessary procedures are followed. Assuch, our use of the fruits of our R&D activities could bethreatened by disputes with third parties or unlawful third-party use of intellectual property.To reduce the impact of such risk, the SMM Group has es-tablished an R&D structure aimed at rapid utilization of itsend products. We have also established a specialized de-partment to manage our intellectual property rights, andare working to reliably obtain and preserve such rights.
6 Overseas investmentsThe Group strives to develop its overseas business, both interms of the location of production bases as well as the saleof its products. In the conduct of overseas business, how-ever, SMM is subject to a wide range of political and eco-nomic risks that vary by country. These include, but are notlimited to, political instability; changes in statutory and regu-latory requirements with respect to the environment, labor,taxes, currency management and controls as well as trade;limited protection under the law or inadequate enforceabil-ity in connection with intellectual and other property rights;fl uctuations in foreign currency exchange rates; and theconfi scation or nationalization of assets. The emergence ofvarious developments could prevent the Group from earn-ing a suitable return on overseas investments. Such risksinclude the development of mineral resource projects byorganizations funded by national or regional governmentsagainst the backdrop of high non-ferrous metals prices, orthe levying of higher taxes on such operations. Increasedenvironmental demands from various quarters constitute afurther risk.To mitigate such risks, the SMM Group makes overseas in-vestment decisions based on careful consideration of all rel-evant country risks.
7 Disaster-related risksThe SMM Group locates production operations based onconsiderations such as customer relationships, raw materialprocurement, linkage to other Group operations, and eff ec-tive use of management resources. Unexpected large-scalenatural disasters such as earthquakes or typhoons that af-fect the regions where such facilities are located could re-sult in major fi nancial losses arising from such factors asonsite damage and loss of production.To mitigate such risks, the Group insures such facilitieswhere this is possible at reasonable cost and has madeplans containing suitable countermeasures to minimize anysecondary eff ects due to such disasters.
40 41
Consolidated Balance SheetsSUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
As of March 31, 2014 and 2013 2014 2013 2014
Current assets:
Cash and cash equivalents (Notes 3 and 8) ¥ 202,583 ¥ 239,691 $ 1,969,119
Time deposits (Note 3) 187 1,100 1,818
Notes and accounts receivable: (Note 3)
Trade 86,715 88,530 842,875
Unconsolidated subsidiaries and affiliated companies 3,652 3,597 35,498
Allowance for doubtful accounts (295) (252) (2,867)
Inventories (Note 6) 155,886 142,962 1,515,222
Deferred tax assets (Note 9) 1,834 1,774 17,827
Other current assets 87,399 72,850 849,522
Total current assets 537,961 550,252 5,229,014
As of March 31, 2014 and 2013 2014 2013 2014
Current liabilities:
Bank loans (Notes 3 and 8) ¥ 72,342 ¥ 60,731 $ 703,169
Long-term debt due within one year (Note 8) 18,108 7,019 176,011
Notes and accounts payable:
Trade (Note 3) 34,012 28,600 330,599
Unconsolidated subsidiaries and affiliated companies (Note 3) 4,398 6,612 42,749
Other 20,275 18,923 197,074
Accrued income taxes (Note 9) 9,531 20,279 92,642
Accrued expenses 3,963 4,304 38,521
Advances received 943 909 9,166
Accrued restructuring charges 97 8 943
Accrued environmental measures 898 66 8,729
Deferred tax liabilities (Note 9) 442 426 4,296
Other current liabilities 58,754 63,509 571,091
Total current liabilities 223,763 211,386 2,174,990
Long-term liabilities:
Long-term debt (Notes 3 and 8) 293,130 262,323 2,849,242
Deferred tax liabilities (Note 9) 22,301 16,346 216,767
Accrued retirement benefits (Note 10) − 5,701 ―−
Accrued environmental measures 1,280 52 12,442
Accrued restructuring charges − 37 ―−
Other accruals 246 265 2,391
Net defined benefit liability (Note 10) 4,961 – 48,221
Asset retirement obligations (Note 16) 6,030 5,337 58,612
Other long-term liabilities 1,603 5,159 15,581
Total long-term liabilities 329,551 295,220 3,203,256
Contingent liabilities (Note 13)
Net assets (Note 12):
Shareholders’ equity:
Common stock
Authorized - 1,000,000,000 shares
Issued - 581,628,031 shares 93,242 93,242 906,318
Capital surplus 86,062 86,062 836,528
Retained earnings 704,824 644,642 6,850,933
Treasury stock, at cost (31,978) (31,895) (310,828)
Total shareholders’ equity 852,150 792,051 8,282,951
Accumulated other comprehensive income:
Net unrealized holding gains on securities 31,335 24,645 304,578
Deferred gains (losses) on hedges 100 (1,856) 972
Foreign currency translation adjustments 29,466 (45,590) 286,412
Remeasurements of defined benefit plans 120 – 1,166
Total accumulated other comprehensive income 61,021 (22,801) 593,128
Minority interests 105,882 75,297 1,029,180
Total net assets 1,019,053 844,547 9,905,259
Total liabilities and net assets ¥ 1,572,367 ¥ 1,351,153 $ 15,283,505
Investments and long-term receivables:
Investment securities (Notes 3, 4 and 8):
Unconsolidated subsidiaries and affiliated companies 331,139 259,581 3,218,692
Other 181,099 143,807 1,760,294
Allowance for loss on investments − (6) −
Long-term loans receivable
Unconsolidated subsidiaries and affiliated companies 69,791 22,629 678,373
Others 9,107 12,932 88,521
Other long-term receivables (Notes 3 and 8) 14,016 8,200 136,235
Allowance for doubtful accounts (209) (210) (2,031)
Total investments and long-term receivables 604,943 446,933 5,880,084
Property, plant and equipment (Note 8):
Land 28,758 28,266 279,530
Buildings and structures 236,087 186,906 2,294,780
Machinery and equipment 524,957 381,917 5,102,615
Construction in progress 47,936 131,733 465,941
837,738 728,822 8,142,866
Accumulated depreciation (421,965) (386,755) (4,101,527)
Net property, plant and equipment 415,773 342,067 4,041,339
Deferred tax assets (Note 9) 2,593 1,520 25,204
Other assets 11,097 10,381 107,864
Total assets ¥ 1,572,367 ¥ 1,351,153 $ 15,283,505
Millions of yen
Thousands ofU.S. dollars
(Note 1) LIABILITIES AND NET ASSETS
Millions of yen
Thousands ofU.S. dollars
(Note 1) ASSETS
The accompanying notes are an integral part of these financial statements.
42 43
Consolidated Statements of Changes in Net AssetsSUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of IncomeSUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Comprehensive IncomeSUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
Shareholders’ Equity
Number ofshares issued
Commonstock
Capitalsurplus
Retainedearnings
Treasurystock
Totalshareholders’
equity
For the years ended March 31, 2014 and 2013 (thousands) Millions of yen
Balance at April 1, 2012 581,628 ¥ 93,242 ¥ 86,063 ¥ 572,576 ¥ (21,845) ¥ 730,036
Net income – – 86,640 – 86,640
Foreign currency translation adjustments – – – – –
Adjustments for unrealized gains on securities – – – – –
Change of scope of consolidation – – – – –
Acquisition of treasury stock – – – (10,053) (10,053)
Sale of treasury stock – (1) – 3 2
Deferred gains on hedges – – – – –
Increase resulting from change in accounting policies
of affiliated companies – – – – –
Remeasurements of defined benefit plans – – – – –
Minority interests – – – – –
Cash dividends paid – – (14,574) – (14,574)
Balance at April 1, 2013 581,628 ¥ 93,242 ¥ 86,062 ¥ 644,642 ¥ (31,895) ¥ 792,051
Net income – – 80,258 – 80,258
Foreign currency translation adjustments – – – – –
Adjustments for unrealized gains on securities – – – – –
Change of scope of consolidation – – (848) – (848)
Acquisition of treasury stock – – – (89) (89)
Sale of treasury stock – – – 6 6
Deferred gains on hedges – – – – –
Increase resulting from change in accounting policies
of affiliated companies (Note 2) – – 1,204 – 1,204
Remeasurements of defined benefit plans – – – – –
Minority interests – – – – –
Cash dividends paid – – (20,432) – (20,432)
Balance at March 31, 2014 581,628 ¥ 93,242 ¥ 86,062 ¥ 704,824 ¥ (31,978) ¥ 852,150
Shareholders’ Equity
Commonstock
Capitalsurplus
Retainedearnings
Treasurystock
Totalshareholders’
equity
For the year ended March 31, 2014 Thousands of U.S. dollars (Note 1)
Balance at April 1, 2013 $ 906,318 $ 836,528 $ 6,265,960 $ (310,021) $ 7,698,785
Net income – – 780,113 – 780,113
Foreign currency translation adjustments – – – – –
Adjustments for unrealized gains on securities – – – – –
Change of scope of consolidation – – (8,243) – (8,243)
Acquisition of treasury stock – – – (865) (865)
Sale of treasury stock – – – 58 58
Deferred gains on hedges – – – – –
Increase resulting from change in accounting policies
of affiliated companies (Note 2) – – 11,703 – 11,703
Remeasurements of defined benefit plans – – – – –
Minority interests – – – – –
Cash dividends paid – – (198,600) – (198,600)
Balance at March 31, 2014 $ 906,318 $ 836,528 $ 6,850,933 $ (310,828) $ 8,282,951
The accompanying notes are an integral part of these financial statements.
For the years ended March 31, 2014 and 2013 2014 2013 2014Net sales (Note 15) ¥ 830,546 ¥ 808,540 $ 8,072,959 Costs and expenses:
Cost of sales 705,724 667,890 6,859,681
Selling, general and administrative expenses (Note 11) 49,404 44,865 480,210 755,128 712,755 7,339,891
Operating income 75,418 95,785 733,068 Other income (expenses):
Interest and dividend income 7,092 3,157 68,935
Interest expense (3,562) (3,301) (34,623)
Write-down of investment securities (Note 4) (3) (908) (29)
Gain on sale and disposal of property, plant and equipment 306 232 2,974
Loss on impairment of fixed assets (Note 7) (1,253) (198) (12,179)
Exchange gain 6,513 5,618 63,307
Provision for environmental measures (2,134) (44) (20,743)
Maintenance cost for ceased projects (500) (527) (4,860)
Casualty loss (5) (15) (49)
Equity in earnings of affiliated companies 29,770 17,100 289,366
Loss from valuation of derivative instruments (3) (1,311) (29)
Loss (Gain) on change in equity (101) 8,435 (982)
Other, net (532) (1,568) (5,171)35,588 26,670 345,917
Income before income taxes and minority interests 111,006 122,455 1,078,985 Income taxes (Note 9):
Current 24,573 27,247 238,851
Deferred (950) 1,658 (9,234)23,623 28,905 229,617
Income before minority interests 87,383 93,550 849,368 Minority interests in net income of consolidated subsidiaries (7,125) (6,910) (69,255)
Net income ¥ 80,258 ¥ 86,640 $ 780,113
Yen U.S. dollars
(Note 1)
2014 2013 2014Amounts per share of common stock:
Net income (Note 19)
− Basic ¥ 145.35 ¥ 155.58 $ 1.41 − Diluted 129.71 142.40 1.26 Cash dividends applicable to the year 37.00 34.00 0.36 The accompanying notes are an integral part of these financial statements.
For the years ended March 31, 2014 and 2013 2014 2013 2014Income before minority interests ¥ 87,383 ¥ 93,550 $ 849,368 Other comprehensive income
Net unrealized holding gains on securities 6,666 13,631 64,794 Deferred gains on hedges 1,909 3,012 18,556 Foreign currency translation adjustments 45,784 18,153 445,023 Share of other comprehensive income of affiliated companies accounted for using equity method 49,628 17,121 482,387
Total other comprehensive income 103,987 51,917 1,010,760 Comprehensive income (Note 14) 191,370 145,467 1,860,128
Comprehensive income attribute to:
Owners of the parent 163,960 134,155 1,593,701 Minority interests 27,410 11,312 266,427
The accompanying notes are an integral part of these financial statements.
Millions of yen
Thousands ofU.S. dollars
(Note 1)
Millions of yen
Thousands ofU.S. dollars
(Note 1)
44 45
Consolidated Statements of Cash FlowsSUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
Consolidated Statements of Changes in Net Assets (continued)SUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
Millions of yen
Thousands ofU.S. dollars
(Note 1)
For the years ended March 31, 2014 and 2013 2014 2013 2014
Cash flows from operating activities:
Income before income taxes and minority interests ¥ 111,006 ¥ 122,455 $ 1,078,985 Adjustments to reconcile income before income taxes and
minority interests to net cash provided by operating activities:
Depreciation 32,426 27,578 315,183 Loss on impairment of fixed assets 1,253 198 12,179 Loss (Gain) on sale and disposal of property, plant and equipment (306) (232) (2,974)Write-down of investment securities 3 908 29 Loss (Gain) from valuation of derivative instruments 3 1,311 29 Interest and dividend income (7,092) (3,157) (68,935)Interest expense 3,562 3,301 34,623 Equity in earnings of affiliated companies (29,770) (17,100) (289,366)Casualty loss 5 15 49 Decrease (Increase) in trade receivables 2,588 6,372 25,156 Decrease (Increase) in inventories (8,216) 9,952 (79,860)Increase (Decrease) in trade payables 624 (13,046) 6,065 Others (7,450) (19,754) (72,415) Sub-total 98,636 118,801 958,748 Interest and dividend received 20,784 10,472 202,022 Interest paid (3,518) (3,421) (34,195)Payments for maintenance costs for ceased projects (500) (527) (4,860)Payments for recovery costs (5) (15) (49)Payments for/Refund of income taxes (35,383) (10,645) (343,925) Net cash provided by operating activities 80,014 114,665 777,741
Cash flows from investing activities:Payments for acquisition of property, plant and equipment (64,067) (52,649) (622,735)Payments for acquisition of intangible assets (883) (286) (8,583)Proceeds from sale of property, plant and equipment 1,788 1,005 17,379 Proceeds from sale of intangible assets 86 8 836 Payments for purchases of investment securities (18,098) (10,562) (175,914)Payments for purchases of securities of subsidiaries and
affiliated companies (285) (139) (2,770)Payments for loans lended (46,741) (25,672) (454,325)Collection of loans repaid 570 276 5,540 Other 693 (726) 6,736 Net cash used in investing activities (126,937) (88,745) (1,233,837)
Cash flows from financing activities:Proceeds from long-term debt 27,596 151,205 268,235 Repayments of long-term debt (7,410) (102,527) (72,026)Net increase (decrease) in bank loans 2,624 (187) 25,505 Contribution from minority in consolidated subsidiaries 40 25 389 Increase in treasury stocks (83) (10,051) (807)Cash dividends paid (20,432) (14,574) (198,600)Cash dividends paid to minority in consolidated subsidiaries (2,254) (2,342) (21,909) Net cash provided by financing activities 81 21,549 787 Effect of changes in exchange rate on cash and cash equivalents 9,715 6,514 94,430 Net increase (decrease) in cash and cash equivalents (37,127) 53,983 (360,879)Cash and cash equivalents at beginning of year 239,691 185,708 2,329,812 Increase in cash and cash equivalents resulting from change of scope of consolidation 19 – 185
Cash and cash equivalents at end of year ¥ 202,583 ¥ 239,691 $ 1,969,118
The accompanying notes are an integral part of these financial statements.
Accumulated other comprehensive income
Net unrealizedholding gainson securities
Deferred gainson hedges
Foreign currency
translation adjustments
Remeasure-ments of
defined benefit plans
Total accumu-lated other
comprehensive income
Minorityinterests
Total netassets
For the years ended March 31, 2014, 2013 Millions of yen
Balance at April 1, 2012 ¥ 10,986 ¥ (4,854) ¥ (76,448) ¥ – ¥ (70,316) ¥ 66,319 ¥ 726,039
Net income – – – – – – 86,640
Foreign currency translation adjustments – – 30,858 – 30,858 – 30,858
Adjustments for unrealized gains on securities 13,659 – – – 13,659 – 13,659
Change of scope of consolidation – – – – – – –
Acquisition of treasury stock – – – – – – (10,053)
Sale of treasury stock – – – – – – 2
Deferred gains on hedges – 2,998 – – 2,998 – 2,998
Increase resulting from change in
accounting policies of affiliated companies – – – – – – –
Remeasurements of defined benefit plans – – – – – – –
Minority interests – – – – – 8,978 8,978
Cash dividends paid – – – – – – (14,574)
Balance at April 1, 2013 ¥ 24,645 ¥ (1,856) ¥ (45,590) ¥ – ¥ (22,801) ¥ 75,297 ¥ 844,547
Net income – – – – – – 80,258
Foreign currency translation adjustments – – 75,056 – 75,056 – 75,056
Adjustments for unrealized gains on securities 6,690 – – – 6,690 – 6,690
Change of scope of consolidation – – – – – – (848)
Acquisition of treasury stock – – – – – – (89)
Sale of treasury stock – – – – – – 6
Deferred gains on hedges – 1,956 – – 1,956 – 1,956
Increase resulting from change in
accounting policies of affiliated companies (Note 2) – – – – – 301 1,505
Remeasurements of defined benefit plans – – – 120 120 – 120
Minority interests – – – – – 30,284 30,284
Cash dividends paid – – – – – – (20,432)
Balance at March 31, 2014 ¥ 31,335 ¥ 100 ¥ 29,466 ¥ 120 ¥ 61,021 ¥ 105,882 ¥ 1,019,053
Accumulated other comprehensive income
Net unrealizedholding gainson securities
Deferred gainson hedges
Foreign currency
translation adjustments
Remeasure-ments of
defined benefit plans
Total accumu-lated other
comprehensive income
Minorityinterests
Total netassets
For the year ended March 31, 2014 Thousands of U.S. dollars (Note 1)
Balance at April 1, 2013 $ 239,551 $ (18,040) $ (443,138) $ – $ (221,627) $ 731,892 $ 8,209,050
Net income – – – – – – 780,113
Foreign currency translation adjustments – – 729,550 – 729,550 – 729,550
Adjustments for unrealized gains on securities 65,027 – – – 65,027 – 65,027
Change of scope of consolidation – – – – – – (8,243)
Acquisition of treasury stock – – – – – – (865)
Sale of treasury stock – – – – – – 58
Deferred gains on hedges – 19,012 – – 19,012 – 19,012
Increase resulting from change in
accounting policies of affiliated companies (Note 2) – – – – – 2,926 14,629
Remeasurements of defined benefit plans – – – 1,166 1,166 – 1,166
Minority interests – – – – – 294,362 294,362
Cash dividends paid – – – – – – (198,600)
Balance at March 31, 2014 $ 304,578 $ 972 $ 286,412 $ 1,166 $ 593,128 $ 1,029,180 $ 9,905,259
The accompanying notes are an integral part of these financial statements.
46 47
Notes to Consolidated Financial StatementsSUMITOMO METAL MINING CO., LTD. AND CONSOLIDATED SUBSIDIARIES
1 Basis of presenting consolidated financial statements
The accompanying consolidated financial statements have
been prepared in accordance with the provisions set forth in
the Japanese Financial Instruments and Exchange Act, and in
conformity with accounting principles generally accepted in
Japan (“Japanese GAAP”), which are different in certain
respects as to the application and disclosure requirements of
International Financial Reporting Standards (“IFRSs”).
The accounts of the Company’s overseas subsidiaries and
affiliated companies are based on their accounting records
maintained in conformity with generally accepted accounting
principles prevailing in the respective countries of domicile and
make necessary amendments for consolidated financial statements
required by Practical Issues Task Force No.18 and No.24 issued by
ASBJ. The accompanying consolidated financial statements have
been restructured and translated into English with some expanded
descriptions from the consolidated financial statements of
Sumitomo Metal Mining Co., Ltd. (the “Company”) prepared in
accordance with Japanese GAAP and filed with the appropriate
Local Finance Bureau of the Ministry of Finance as required by the
Japanese Financial Instruments and Exchange Act. Some
supplementary information included in the statutory Japanese
language consolidated financial statements, but not required
for fair presentation, is not presented in the accompanying
consolidated financial statements.
The translations of the Japanese yen amounts into U.S.
dollars are included solely for the convenience of readers
outside Japan, using the prevailing exchange rate at March
31, 2014, which was ¥102.88 to US$1.00. The convenience
translations should not be construed as representations that
the Japanese yen amounts have been, could have been, or
could in the future be, converted into U.S. dollars at this or any
other rate of exchange.
2 Summary of significant accounting policies
Consolidation — The consolidated financial statements
include the accounts of the Company and its significant
subsidiaries (66 subsidiaries in 2014, 58 in 2013). All significant
inter-company balances and transactions have been
eliminated. Investments in affiliated companies of which the
Company has the ability to exercise significant influence over
financial and operating policies, are accounted for by the
equity method (16 affiliated companies in 2014, 15 in 2013).
Investments in the remaining unconsolidated subsidiaries and
affiliated companies are carried at cost because of their
immaterial effect on the consolidated financial statements.
Compania Contractual Minera Candelaria and Sociedad Minera
Cerro Verde S.A.A., which are affiliate companies of the Company,
have changed certain accounting policies for the year ended
December 31, 2013. The Sumitomo Metal Mining Group (the
“Group”) has presented the accumlated effects on the retained
earnings and minority interests in the consolidated financial
statements as at April 1, 2013, which is the beginning of the
earliest period in which retrospective application is practicable, as
“increase resulting from change in accounting policies of affiliated
companies” in the consolidated statements of changes in net
assets for the year ended March 31, 2014.
In the elimination of investments in subsidiaries, the assets
and liabilities of the subsidiaries, including the portion
attributable to minority shareholders, are recorded based on
the fair value at the time the Company acquired control of the
respective subsidiaries.
Goodwill (consolidation difference between the investment
cost and the underlying equity in its net assets at the date of
acquisition) is amortized over five years on a straight-line basis.
With respect to subsidiaries in the United States, goodwill is
amortized over 20 years on a straight-line basis.
Cash and cash equivalents and cash flow statements —
Cash on hand, readily available bank deposits, negotiable
certificates of deposits and short-term highly liquid investments
with maturities not exceeding three months at the time of
purchase are considered to be cash and cash equivalents.
Allowance for doubtful accounts — The allowance for
doubtful accounts is provided at an amount determined
based on the historical experience of bad debt with respect
to ordinary accounts, plus an estimate of uncollectible
amount determined by reference to specific doubtful
accounts from customers who are experiencing financial
difficulties.
Investment securities — Securities are classified into two
categories based on the intent of holding: available-for-sale
securities; and securities issued by unconsolidated subsidiaries
and affiliated companies.
Available-for-sale securities with available fair values
(marketable securities) are stated at the fair value. Unrealized
gains and losses on these securities are reported, net of
applicable income taxes, as a separate component of net
assets. The cost of securities sold is determined by the moving-
average method. Other available-for-sale securities with no
available fair values (non-marketable securities) are stated at
moving-average method. Securities issued by unconsolidated
subsidiaries and affiliated companies are carried at cost.
Derivatives and hedge accounting — Derivative instruments are
stated at fair value. Changes in the fair values are recognized as
gains and losses unless derivative transactions are used for hedging
purposes.
If derivative transactions are used as hedges and meet
certain hedging criteria, the Company and its consolidated
subsidiaries defer recognition of gains or losses resulting from
changes in fair value of derivative transactions until the
related losses or gains on the hedged items are recognized.
If interest rate swap contracts are used as hedges and meet
certain hedging criteria, the net amount to be paid or received under
the interest rate swap contract is added to or deducted from the
interest on the assets or liabilities for which the swap contract was
executed.
The Company evaluates hedge effectiveness monthly by
comparing the cumulative changes in cash flows from or the
changes in fair value of hedged items and the corresponding
changes in the hedging derivative instruments.
Foreign currency translation — Receivables and payables
denominated in foreign currencies are translated into
Japanese yen at the fiscal year-end rates.
Balance sheets of consolidated overseas subsidiaries are
translated into Japanese yen at the fiscal year-end rates
except for account components of net assets, which are
translated at historical rates. Income statements of
consolidated overseas subsidiaries are translated at average
rates except for transactions with the Company, which are
translated at the rates used by the Company.
Inventories — Inventories are mainly stated at the lower of cost
determined by the first-in first-out (FIFO) method or net selling
value of inventories regarded as the decreased profitability of
assets, whose write-downs are included in cost of sales.
Property, plant and equipment — Property, plant and
equipment are stated at cost.
Depreciation of property, plant and equipment is computed
by the straight-line method, based on the estimated useful
lives of respective assets. The depreciation period generally
ranges from 2 years to 60 years for buildings and structures
and 2 years to 22 years for machinery and equipment.
Accrued restructuring charges — Accrued restructuring
charges are provided by the Company and its consolidated
subsidiaries to cover the costs of business reconstruction.
Accrued environmental measures — Accrued environmental
measures is estimated and recorded to provide for future
potential costs, such as costs related to the disposal of
polychlorinated biphenyl (PCB) and to environmental
measures for inactive mines.
Retirement benefits — The estimated amounts of all retirement
benefits to be paid at the future retirement dates are allocated
equally to each service year using the estimated number of total
service years.
Actuarial gains and losses are recognized in expenses using the
straight-line method over the average of the estimated remaining
service years of 10 years commencing from the following period.
Prior service costs are recognized in expenses using the
straight-line method over the average of the estimated remaining
service years of 10 years.
Some domestic consolidated subsidiaries use the simplified
method for the calculation of projected benefit obligations.
Research and development — Research and development
expense is charged to income as incurred.
Accounting for certain lease transactions — Finance leases,
except for certain immaterial leases, are capitalized and
depreciated over the lease term.
Income taxes — Deferred tax assets and liabilities are
determined based on the differences between financial
reporting and the tax bases of assets and liabilities, and
measured using the statutory tax rates which will be in effect
when the differences are expected to be realized.
48 49
Sales — Sales of merchandise and finished products are
recognized when the products are shipped to customers.
Change in accounting policies — Effective from the year ended
March 31, 2014, the Company and its consolidated domestic
subsidiaries have applied the Accounting Standard for Retirement
Benefits (ASBJ Statement No. 26, May 17, 2012 (hereinafter,
“Statement No. 26”)) and the Guidance on Accounting Standard for
Retirement Benefits (ASBJ Guidance No. 25, May 17, 2012
(hereinafter, “Guidance No. 25”)) with the exception of Article 35
of Statement No. 26 and Article 67 of Guidance No. 25 and actuarial
gains and losses and past service costs that are yet to be
recognized have been recognized and the difference between
retirement benefit obligations and plan assets has been recognized
as net defined benefit liability.
In accordance with Article 37 of Statement No.26, the effect of
the change in accounting policies arising from initial application has
been recognized in remeasurements of defined benefit plans in
accumulated other comprehensive income.
As a result of the above application, net defined benefit liability in
the amount of ¥4,961 million (US$48,221 thousand) has been
recognized and accumulated other comprehensive income has
increased by ¥120 million (US$1,166 thousand) at the end of the
current year.
Accounting standards issued but not yet effective —
Accounting Standard for Retirement Benefits
(ASBJ Statement No. 26, May 17, 2012)
Guidance on Accounting Standard for Retirement Benefits
(ASBJ Guidance No. 25, May 17, 2012)
(1) Summary
Under the amended rule, actuarial gains and losses and
past service costs that are yet to be recognized in profit or
loss would be recognized within the net asset section, after
adjusting for tax effects, and the deficit or surplus would be
recognized as a liability or asset without any adjustments.
For determining the method of attributing expected benefits
to periods, the amended standard now allows a choice between
the benefit formula method and the straight-line method.
The method for determining the discount rate has also been
amended.
(2) Effective dates
Amendments relating to the determination of retirement
benefit obligations and current service costs will become
effective from the beginning of annual periods ending on or after
March 31, 2015.
(3) Effect of application of standard
As a result of the change in accounting policies, retained
earnings are expected to be ¥2,098 million (US$20,393
thousand) less at the beginning of the next year. The effect of
the application on income or loss for the next year is immaterial.
Amount per share of common stock — Basic net income per
share is computed based on the weighted-average number
of shares of common stock issued during each year.
Diluted net income per share assumes that outstanding
convertible bonds were converted into common stock at the
beginning of the period at the current conversion price.
Cash dividends per share represent the actual amount
applicable to the respective year.
Change in presentation — “Provision for environmental measure”
that was included in “Other,net” in other income (expenses) of the
consolidated statements of income for the year ended March 31,
2013 has become significant in its amounts and is therefore
separately presented for the year ended March 31, 2014. In order to
reflect this change in presentation, the amounts of the account
have been reclassified in the consolidated statements of income for
the year ended March 31, 2013.
3 Notes to financial instruments
1. Status of financial instruments
(1) Policies on the handling of financial instruments
The Group procures the funds necessary for its capital
expenditure, investment and loan plans mainly through
bank loans and the issuance of bonds. Short-term operating
funds are funded through bank loans as required. In the event of
a need for new funds, the Group, in principle, looks to the
issuance of short-term bonds (commercial paper). This is
supplemented by bank loans and the use of liquidation schemes
applicable to notes and accounts receivable. The Group takes
great care to monitor the status of its funding needs and
financial position. This is to ensure that the Group does not
overly rely on specific procurement methods and financial
instruments. Accordingly, steps are taken to ensure a balanced
funding portfolio from both the short and long term as well as
direct and indirect financing perspectives.
Temporary surplus funds are utilized only for highly safe
financial assets for which there is a low probability of a loss
of principal.
Derivative transactions are only used to avoid the risks
attributable to fluctuations in the prices of non-ferrous
metals as well as foreign currency exchange and interest
rates. The Group does not engage in derivative translations
for speculative purposes.
(2) Details of and risks associated with financial instruments
Notes and accounts receivable, which are trade
receivables, are exposed to the credit risk of customers. In
addition, foreign currency-denominated trade receivables,
which are generated by global business operations, are
also exposed to fluctuations in foreign currency exchange
rates. Turning to the metals business, trade receivables are
also exposed to the risk of movements in the prices of
non-ferrous metals. Investment securities, which largely
represent shares of companies with whom the Group
trades or has formed an equity alliance, are exposed to the
risk of changes in their market prices.
Notes and accounts payable, which are trade
obligations, generally have maturity dates of one year or
less. In similar fashion to trade receivables, trade obligations
in the metals business are subject to the risk of movements
in the prices of non-ferrous metals. A certain portion of
trade obligations are related to the import of raw and
other materials and as such are denominated in foreign
currencies. On this basis, they too are open to the risk of
fluctuations in the foreign currency exchange rates. Within
loans and bonds payable, bank loans payable primarily
represent funding applicable to operating transactions
while long-term debt (with a maximum maturity up to
March 21, 2025) and bonds mainly concern funding
relating to capital expenditures. A certain portion of loans
and bonds payable is provided on a floating rate of
interest basis. Accordingly, this portion is exposed to the risk
of fluctuation in interest rates.
Derivative transactions employed in an effort to offset the
aforementioned risks include forward foreign currency
exchange rate contracts; forward and option transaction
agreements; interest rate swap transaction agreements;
and interest rate cap transaction agreements, which seek
to provide hedges for the risks of fluctuations in the foreign
currency exchange rates of trade receivables and trade
obligations; the prices of non-ferrous metals applicable to
non-ferrous metal trade receivables and trade obligations;
and interest rates applicable to loans and bonds payable,
respectively. For hedging instruments and hedged items,
hedging policy, the method of assessing the effectiveness
of hedges and other details in connection with hedge
accounting, refer to the “Derivatives and hedge
accounting” described in the Note 2 Summary of significant
accounting policies.
(3) Risk management systems relating to financial instruments
(i) Management of credit risk (risk relating to
nonperformance of a contract obligation by a
counterparty, etc.)
With respect to trade receivables, each operating
department and division within the Group is guided by its own
set of management rules and regulations. Sales and marketing
departments and divisions regularly monitor the status of
customers, managing due dates and balances on an individual
customer basis. In this manner, every effort is made to ensure
early detection and the mitigation of concerns regarding
collection due to deterioration in financial standing or other
factors. With respect to the use of derivative transactions, steps
are taken to engage in transactions with highly rated financial
institutions only. These steps are taken with the aim of
mitigating counterparty risk.
The maximum amount of the credit risk is shown in the
value of financial assets on the balance sheet which are
subject to credit risk.
(ii) Management of market risks (risks associated with
fluctuations in the price of non-ferrous metals, foreign
currency exchange as well as interest rates, etc.)
The Group employs commodity forward transaction and
commodity option transaction agreements, which seek to
provide hedges for the risks of fluctuations in the prices of
imported raw materials with respect to non-ferrous metals
as well as the sales prices of commodity metals and
copper concentrate on international commodities markets.
At the same time, the Group utilizes forward foreign
currency exchange rate contracts in an effort to offset the
risks of movements in foreign currency exchange rates in
50 51
Millions of yen Thousands of U.S. dollars
2014
Book values of Consolidated
Balance Sheets Fair Values Difference
Book values of Consolidated
Balance Sheets Fair Values Difference
Cash and cash equivalents ¥ 202,583 ¥ 202,583 ¥ − $ 1,969,119 $ 1,969,119 $ −
Time deposits 187 187 − 1,818 1,818 −
Notes and accounts receivable 90,367 90,367 − 878,373 878,373 −
Investment securities 240,274 298,844 58,570 2,335,478 2,904,782 569,304
Long-term loans receivable 78,898 80,957 2,059 766,893 786,907 20,014
Total Assets ¥ 612,309 ¥ 672,938 ¥ 60,629 $ 5,951,681 $ 6,540,999 $ 589,318
Notes and accounts payable 38,410 38,410 − 373,348 373,348 −
Bank loans 90,450 90,450 − 879,180 879,180 −
Long-term debt due after one year 293,130 294,419 1,289 2,849,242 2,861,771 12,529
Total Liabilities 421,990 423,279 1,289 4,101,770 4,114,299 12,529
Derivative transactions ¥ 883 ¥ 54 ¥ (829) $ 8,583 $ 525 $ (8,058)
connection with trade receivables and obligations
denominated in foreign currencies, interest rate swap
transaction agreements, and interest rate cap transaction
agreements aimed at hedging the risks of fluctuations in
interest rate.
With respect to investment securities, the Group regularly
monitors fair values as well as the financial status of issuers
(counterparties), and reviews its holdings on a continuous
basis taking into consideration its relationships with
counterparties.
As for derivative transactions, in accordance with
derivative transaction management rules and regulations
that outline the purpose and objectives of derivative
transactions while providing authority and setting limits and
scope, individual departments and divisions are responsible
for formulating operating rules with respect to the
implementation of derivative transactions, executing and
booking transactions and reconciling balances with
counterparties on a regular basis. Consolidated subsidiaries
also adhere to the Company’s derivative transaction
management rules and regulations while working to build
the aforementioned management structure under which
derivative transactions are managed.
(iii) Management of liquidity risks associated with the
procurement of funds (the risk of being unable to make
payments on due dates)
The Group manages liquidity risk by preparing and
updating a cash management plan six months in advance
based on reports from each department and division.
Certain domestic consolidated subsidiaries have adopted
a cash management system and are efficiently
maintaining appropriate levels of liquidity and cash on hand.
(4) Supplementary explanation for fair values, etc. of financial
instruments
Fair values of financial instruments are determined by
market prices. If no market price is available, the fair value
is based on the value that is calculated in a reasonable
manner. The determination of such values contains variable
factors and as such the adoption of wide ranging and
differing assumptions may cause values to change. In
addition, with respect to contract and other amounts
applicable to derivative transactions outlined as follows in
“2. Fair values, etc. of financial instruments” such amounts
themselves do not indicate the size of market risks
associated with derivative transactions.
2. Fair values, etc. of financial instruments
Amounts on the consolidated balance sheets, fair values
and the differences between the two as of March 31, 2014
and 2013 are shown as follows. Certain financial instruments
were excluded from the following table as the fair
values were not available (refer to the table shown in *2 below).
* Net receivables and obligations arising from derivative transactions are shown as a net amount and items for which aggregated results lead to net obligations are shown in asterisk.
Millions of yen
2013
Book values of Consolidated
Balance Sheets Fair Values Difference
Cash and cash equivalents ¥ 239,691 ¥ 239,691 ¥ –
Time deposits 1,100 1,100 –
Notes and accounts receivable 92,127 92,127 –
Investment securities 179,901 337,589 157,688
Long-term loans receivable 35,561 37,253 1,692
Total Assets ¥ 548,380 ¥ 707,760 ¥ 159,380
Notes and accounts payable 35,212 35,212 –
Bank loans 67,750 67,750 –
Long-term debt due after one year 262,323 263,916 1,593
Total Liabilities 365,285 366,878 1,593
Derivative transactions ¥ (2,581) ¥ (3,914) ¥ (1,333)* *
52 53
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Book values ofConsolidated Balance
Sheets
Book values of Consolidated Balance
Sheets
Book values of Consolidated Balance
Sheets
Unlisted equity securities ¥ 263,225 ¥ 216,322 $ 2,558,563
Millions of yen Thousands of U.S. dollars
2014Due within
1 year
Due after1 year and
within 5 years
Due after5 years and
within 10 yearsDue over10 years
Due within1 year
Due after1 year and
within 5 years
Due after5 years and
within 10 yearsDue over10 years
Cash and cash equivalents ¥ 202,583 ¥ − ¥ − ¥ − $ 1,969,119 $ − $ − $ −
Time deposits 187 − − − 1,818 − − −
Notes and accounts receivable 90,367 − − − 878,373 − − −
Long-term loans receivable − 29,089 48,090 1,719 − 282,747 467,438 16,709
Total ¥ 293,137 ¥ 29,089 ¥ 48,090 ¥ 1,719 $ 2,849,310 $ 282,747 $ 467,438 $ 16,709
Millions of yen
2013Due within
1 year
Due after1 year and
within 5 years
Due after5 years and
within 10 yearsDue over10 years
Cash and cash equivalents ¥ 239,691 ¥ – ¥ – ¥ –
Time deposits 1,100 – – –
Notes and accounts receivable 92,127 – – –
Long-term loans receivable – 25,006 8,851 1,704
Total ¥ 332,918 ¥ 25,006 ¥ 8,851 ¥ 1,704
Millions of yen
2014 2013
Acquisition cost Book value Difference Acquisition cost Book value Difference
Equity securities ¥ 71,260 ¥ 118,581 ¥ 47,321 ¥ 52,658 ¥ 90,727 ¥ 38,069
Thousands of U.S. dollars
2014
Acquisition cost Book value Difference
Equity securities $ 692,652 $ 1,152,615 $ 459,963
Securities with book values (available fair values) not exceeding acquisition costsMillions of yen
2014 2013
Acquisition cost Book value Difference Acquisition cost Book value Difference
Equity securities ¥ 11,791 ¥ 9,269 ¥ (2,522) ¥ 10,901 ¥ 7,756 ¥ (3,145)
Thousands of U.S. dollars
2014
Acquisition cost Book value Difference
Equity securities $ 114,609 $ 90,095 $ (24,514)
* 3
The aggregate maturities subsequent to March 31, 2014 and 2013 for financial assets are as follows:
*4
The amount scheduled to be repaid after March 31, 2014 of, long-term debt
Refer to the Note 8 Bank loans and long-term debt.
4 Securities
(1) The following tables summarize acquisition costs and book values (available fair values) as of March 31, 2014 and 2013:
Available-for-sale securities
Securities with book values (available fair values) exceeding acquisition costs
These instruments are not included in “Investment securities” (refer to above table) as the fair values are not available.
Assets
1. Cash and cash equivalents, 2. Time deposits
The book values approximate to the fair values due to their
high liquidity.
3. Notes and accounts receivable
The book values approximate to the fair values due to short-term
maturities of these instruments.
4. Investment securities
The fair values of investment securities are based on the
market prices of securities exchanges on which shares are
listed.
For details regarding securities on an individual holding
purpose basis refer to the Note 4 Securities.
5. Long-term loans receivable
The fair values of floating-rate long-term loans receivable are
based on their book values because the fair values of floating-rate
long-term loans receivable reflect market interest rates within a
short period of time and closely approximate their book values.
The fair values of fixed-rate long-term loans receivable are based
on a method of calculation whereby the total principal and inter-
est are discounted at the contracted rates as adjusted consider-
ing the market rate.
* 2
The financial instruments excluded from the above table as of March 31, 2014 and 2013 are as follows:
Liabilities
1. Notes and accounts payable, 2. Bank loans
The book values approximate to the fair values due to short-
term settlement of these instruments.
3. Bonds
The fair values are based on market prices.
4. Long-term debt
The discounted cash flow method was used to estimate the fair
values, based on marginal borrowing rates as discount rate.
Derivative transactions
Refer to the Note 5 Derivative transactions.
* 1
Fair values of financial instruments, and matters pertaining to securities and derivative transactions
54 55
Millions of yen
2014 2013
Contracted amount Contracted amount
TotalOver
1 year Market valueRecognized
gains (losses) TotalOver
1 year Market valueRecognized
gains (losses)
Currency:
Forward contracts:
Buy position−U.S. dollars ¥ 9,285 ¥ − ¥ 47 ¥ 47 ¥ 11,380 ¥ – ¥ (100) ¥ (100)
¥ 9,285 ¥ − ¥ 47 ¥ 47 ¥ 11,380 ¥ – ¥ (100) ¥ (100)
Interest:
Interest rate cap contracts:
Buy position ¥ 1,350 ¥ − ¥ 367 ¥ (983) ¥ 1,350 ¥ – ¥ 800 ¥ (550)
¥ 1,350 ¥ − ¥ 367 ¥ (983) ¥ 1,350 ¥ – ¥ 800 ¥ (550)
Commodity:
Forward contracts:
Sell position−Metal ¥ 10,651 ¥ − ¥ (11) ¥ (11) ¥ 515 ¥ – ¥ 38 ¥ 38
Buy position−Metal 8,696 − −― −― 8,367 – (106) (106)
Option contracts:
Sell position
Call option−Metal 14,638 − (108) (108) 10,686 – (101) (101)
¥ 33,985 ¥ − ¥ (119) ¥ (119) ¥ 19,568 ¥ – ¥ (169) ¥ (169)
Thousands of U.S. dollars
2014
Contracted amount
TotalOver
1 year Market valueRecognized
gains (losses)
Currency:
Forward contracts:
Buy position−U.S. dollars $ 90,251 $ − $ 457 $ 457
$ 90,251 $ − $ 457 $ 457
Interest:
Interest rate cap contracts:
Buy position $ 13,122 $ − $ 3,567 $ (9,555)
$ 13,122 $ − $ 3,567 $ (9,555)
Commodity:
Forward contracts:
Sell position−Metal $ 103,528 $ − $ (107) $ (107)
Buy position−Metal 84,526 − − −
Option contracts:
Sell position
Call option−Metal 142,282 − (1,050) (1,050)
$ 330,336 $ − $ (1,157) $ (1,157)
(3) There was no sale of available-for-sale securities during the year
ended March 31, 2014.
Total sales of available-for-sale securities sold during the
year ended March 31, 2013 amounted to ¥203 million and
related gains amounted to ¥154 million.
No losses on sales of available-for-sale securities were
recognized during the year ended March 31, 2014.
(4) Impairment losses on available-for-sale securities amounted to
¥3 million (US$29 thousand) and ¥908 million during the year
ended March 31, 2014 and March 31, 2013, respectively.
If the fair value of available-for-sale securities declines by over
50% compared to the acquisition cost thereof, the Company
and its consolidated subsidiaries write down the book value of
such securities. If the fair value of available-for-sale securities
declines between 30% and 50% compared to the acquisition
cost thereof, the Company and its consolidated subsidiaries
write down the book value of the securities considering the
possibilities for recovery of the fair value.
5 Derivative transactions
Status of derivative transactions — The Company and its consoli-
dated subsidiaries utilize derivative transactions in order to
hedge various risks, such as fluctuations in the price of metals,
exchange rates and interest rates, in the normal course of
business. Derivative instruments include futures contracts
for hedging against fluctuations in the international price
of metals, forward foreign exchange contracts for hedging
against fluctuations in exchange rates, interest rate swaps
and interest rate caps for hedging against fluctuations in the
interest rates of floating-rate bonds and term loans payable.
Derivative transactions of the Company and its consolidated
subsidiaries are subject to market and credit risks.
Market risk is the potential loss the Company and its consoli-
dated subsidiaries may incur as a result of changes in market
values. The Company’s and its consolidated subsidiaries’ exposure
to market risk are determined by a number of factors, including
fluctuations in market prices, exchange rates
and interest rates. Credit risk is the potential loss the Company
and its consolidated subsidiaries could incur if counterparties
default on their obligations. Derivative transactions are
entered into solely with highly rated financial institutions, their
subsidiaries or London Metal Exchange (LME) brokers guaranteed
by banks, so that the Company and its consolidated
subsidiaries might reduce the risk of default on an obligation.
Each department of the Company and its consolidated
subsidiaries involving derivative transactions have their own
rules for derivative transactions which stipulate the purposes
and scope of using derivatives, standards for choosing transaction
counterparties and procedures with respect to reporting
and administration.
Derivative transactions are subject to approval by the
General Manager of the department in charge after consulting
with related departments. Based on these rules, the person
in charge sets up a position. Then, the results are reported to
directors monthly.
Derivative positions are confirmed semi-annually with the
transaction counterparties. Also, the internal audit department
of the Company regularly examines derivative transactions.
The Company and its consolidated subsidiaries are not
exposed to market risks arising from commodity derivative
transactions, because the risk of a fluctuation in market prices
that is caused by the time lag between the purchase and sale
of materials and products is hedged by corresponding future
contracts. The Company and its consolidated subsidiaries also
utilize currency derivative transactions to hedge against the
market risk of exchange rate or interest rate fluctuation. Taking
receivables and payables denominated in foreign currencies
into account, the Company and its consolidated subsidiaries
are not exposed to market risk.
The following tables summarize the market value information as of March 31, 2014 and 2013 of derivative transactions for which hedge
accounting has not been applied:
(2) The following table summarizes book values of the securities with no available fair values as of March 31, 2014 and 2013:
Available-for-sale securities
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Unlisted equity securities ¥ 53,033 ¥ 45,132 $ 515,484
56 57
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Merchandise and finished products ¥ 62,304 ¥ 62,469 $ 605,599
Work in process 45,057 40,299 437,957
Raw materials and supplies 48,525 40,194 471,666
¥ 155,886 ¥ 142,962 $ 1,515,222
Millions of yen
2014
Contractedamount and
other
Contractedamount and other
over 1 year Fair Value
Type of transaction Type of derivative transaction Major hedged items
Currency Forward contracts:
Buy position Foreign currency expected transaction U.S. dollars ¥ 1,154 ¥ − ¥ 6
Total ¥ 1,154 ¥ − ¥ 6
Interest Interest rate swap contracts:
Paid fixed/received floating Long-term loans ¥ 8,282 ¥ 5,916 ¥ (42)
Total ¥ 8,282 ¥ 5,916 ¥ (42)
Commodity Forward contracts:
Sell position−Metal Accounts receivable ¥ 2,319 ¥ − ¥ 101
Buy position−Metal Accounts payable 23,212 1,123 (184)
Option contracts:
Sell position
Call position−Metal* Accounts receivable 60,701 60,701 566
Buy position
Put position−Metal Accounts receivable 399 − 142
Total ¥ 86,631 ¥ 61,824 ¥ 625
Interest Interest rate swap contracts**:
Paid fixed/received floating Long-term loans ¥ 24,602 ¥ 17,573 ¥ (829)
Total ¥ 24,602 ¥ 17,573 ¥ (829)
* Commodity call option contracts are based on zero cost option contracts. There is no transfer of option fees.** The interest rate swap contracts are used as hedges and meet certain hedging criteria. The net amount to be paid or received under these interest
rate swap contracts is added to or deducted from the interests on the assets or liabilities for which these interest rate swap contracts were executed. Main items hedged are long-term loans.
Millions of yen
2013Contracted
amount and otherContracted
amount and otherover 1 year Fair Value
Type of transaction Type of derivative transaction Major hedged items
Interest Interest rate swap contracts:
Paid fixed/received floating Long-term loans ¥ 8,649 ¥ 8,649 ¥ (67)
Total ¥ 8,649 ¥ 8,649 ¥ (67)
Commodity Forward contracts:
Sell position−Metal Accounts receivable ¥ 17,675 ¥ – ¥ 810
Buy position−Metal Accounts payable 20,163 609 226
Option contracts:
Sell position
Call position−Metal* Accounts receivable 77,730 72,739 (4,082)
Total ¥ 115,568 ¥ 73,348 ¥ (3,046)
Interest Interest rate swap contracts**:
Paid fixed/received floating Long-term loans ¥ 25,693 ¥ 25,693 ¥ (1,334)
Total ¥ 25,693 ¥ 25,693 ¥ (1,334)
* Commodity call option contracts are based on zero cost option contracts. There is no transfer of option fees.**The interest rate swap contracts are used as hedges and meet certain hedging criteria. The net amount to be paid or received under these interest
rate swap contracts is added to or deducted from the interests on the assets or liabilities for which these interest rate swap contracts were executed. Main items hedged are long-term loans.
Thousands of U.S. dollars
2014Contracted
amount and otherContracted
amount and otherover 1 year Fair Value
Type of transaction Type of derivative transaction Major hedged items
Currency Forward contracts:
Buy position Foreign currency expected transaction U.S. dollars $ 11,217 $ − $ 58
Total $ 11,217 $ − $ 58
Interest Interest rate swap contracts:
Paid fixed/received floating Long-term loans $ 80,502 $ 57,504 $ (408)
Total $ 80,502 $ 57,504 $ (408)
Commodity Forward contracts:
Sell position−Metal Accounts receivable $ 22,541 $ − $ 982
Buy position−Metal Accounts payable 225,622 10,916 (1,788)
Option contracts:
Sell position
Call position−Metal* Accounts receivable 590,017 590,017 5,502
Buy position
Put position−Metal Accounts receivable 3,878 − 1,380
Total $ 842,059 $ 600,933 $ 6,075
Interest Interest rate swap contracts**:
Paid fixed/received floating Long-term loans $ 239,133 $ 170,811 $ (8,058)
Total $ 239,133 $ 170,811 $ (8,058)
* Commodity call option contracts are based on zero cost option contracts. There is no transfer of option fees.** The interest rate swap contracts are used as hedges and meet certain hedging criteria. The net amount to be paid or received under these interest
rate swap contracts is added to or deducted from the interests on the assets or liabilities for which these interest rate swap contracts were executed. Main items hedged are long-term loans.
Derivative transactions for which hedge accounting has been applied for the year ended March 31, 2014 and 2013 consisted of the following:
6 Inventories
Inventories as of March 31, 2014 and 2013 consisted of the following:
58 59
2013Millions of
yen
Location Major use Asset category Loss
Choiseul, Solomon Islands Building for camping Building ¥ 52
Niihama City, Ehime Prefecture, JapanManufacturing facilities for certain copper-clad polyimide film substrates Machinery and vehicles 146
Total ¥ 198
2014Millions of
yenThousands of
U.S. dollars
Location Major use Asset category Loss Loss
Kashima City, Ibaraki Prefecture, Japan Rental propertiesLand and building and structures and machinery ¥ 830 $ 8,068
Niihama City, Ehime Prefecture, JapanManufacturing facilities for powdermaterials
Building and structures andmachinery and other assets 381 3,703
Chitose City, Hokkaido Prefecture, Japan Idle land Land 42 408
Total ¥ 1,253 $ 12,179
7 Loss on impairment of fixed assets
Loss on impairment of fixed assets for the year ended March 31, 2014 consisted of the following:
The Company categorizes its operating assets by such business
units as plants and manufacturing processes based on the
divisions of managerial accounting.
Loss on impairment was recognized for the following reasons:
(1) The book values of rental properties were reduced to
recoverable amounts due to expectation that their use would
cease after the termination of the lease contracts.
The net sales prices (fair values less costs to sell) of assets were
used as recoverable amounts for the measurement of impair-
ment losses. The net sales prices were estimated based on
third-party appraisal or by similar means.
The Company categorizes operating assets by such business
units as plants and manufacturing processes based on the
divisions of managerial accounting.
Loss on impairment was recognized for the following reasons:
(1) The book value of building for camping was reduced to
the recoverable amount due to expectation that its use would
cease due to the ceasing of exploration activities.
(2) The book values of manufacturing facilities for certain
copper-clad polyimide film substrates were reduced to
recoverable amounts due to expectations that these
facilities would cease to operate.
The net sales prices (fair values less costs to sell) of assets
were used as recoverable amounts for the measurement
of impairment losses.
(2) The book value of manufacturing facilities for powder
materials were reduced to recoverable amounts due to
stagnation in sales volume of nickel powder.
The values in use of assets were used as recoverable amounts
for the measurement of impairment losses.
They were calculated by discounted future cash flows at 7.75%.
(3) The book value of idle land was reduced to the recoverable
amount along with the decline in the market price of land.
The net sales price (fair value less cost to sell) of the asset was
used as the recoverable amount for the measurement of
impairment loss. The net sales price was estimated based on
third-party appraisal or by similar means.
8 Bank loans and long-term debt
Bank loans are generally represented by short-term notes
(most of which are unsecured) and bank overdrafts, and bore
interest at annual rates of 0.41% to 6.00% and 0.55% to 5.60%
as of March 31, 2014 and 2013 respectively.
Long-term debt as of March 31, 2014 and 2013 consisted of the following:
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Long-term loans from:
Banks, insurance companies and other financial institutions,
maturing through 2022 at interest rates of 0.61% to 3.50%:
Secured ¥ 23,603 ¥ 10,892 $ 229,423
Unsecured 140,461 136,858 1,365,289
Government owned banks and government agencies,
maturing through 2025 at interest rates of 0.20% to 2.00%:
Secured 3,000 3,000 29,160
Unsecured 94,174 68,592 915,377
0.48% domestic bonds due in 2016 10,000 10,000 97,201
0.77% domestic bonds due in 2018 30,000 30,000 291,602
1.26% domestic bonds due in 2021 10,000 10,000 97,201
311,238 269,342 3,025,253
Amount due within one year (18,108) (7,019) (176,011)
¥ 293,130 ¥ 262,323 $ 2,849,242
Loss on impairment of fixed assets for the year ended March 31, 2013 consisted of the following:
60 61
Years ending March 31, Millions of yen Thousands of U.S. dollars
2015 ¥ 18,108 $ 176,011
2016 16,216 157,621
2017 33,596 326,555
2018 10,165 98,804
2019 44,835 435,799
Thereafter 188,318 1,830,463
¥ 311,238 $ 3,025,253
Assets pledged as collateral for bank loans and long-term debt as of March 31, 2014 and 2013 are as follows:
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Cash and cash equivalents ¥ 83 ¥ 272 $ 807
Property, plant and equipment, at net book value 50,616 38,875 491,991
Investment securities 74,690 62,683 725,991
Other long-term receivables 23,045 16,911 223,999
¥ 148,434 ¥ 118,741 $ 1,442,788
2014 2013
Statutory tax rate 38.0% 38.0%
Equity in earnings of unconsolidated subsidiaries and affiliated companies (7.4) (4.5)
Effect of eliminating intercompany dividends received 18.8 14.2
Permanently nontaxable dividends received (19.8) (14.9)
Tax credit (0.9) (0.5)
Effect of mining taxes (0.9) (2.2)
Undistributed earnings of foreign subsidiaries (0.4) 0.6
Difference in local tax system (4.4) (3.0)
Increase (Decrease) in valuation allowance (0.1) (0.8)
Difference of statutory tax rate in subsidiaries (1.8) (0.8)
Loss (Gain) on change in equity 0.4 (1.8)
Refunded income taxes (0.4) (0.1)
Others 0.2 (0.6)
Effective tax rate 21.3% 23.6%
(Adjustment of deferred tax assets and liabilities based on enacted changes in tax laws and rates)
On March 31, 2014, amendments to the Japanese tax regulations were enacted into law. As a result of these amendments, the statutory income
tax rate for the Company will be reduced from 38.0% to 35.6% from the year beginning on or after April 1, 2014. Based on the amendments, the
statutory income tax rate utilized for the measurement of deferred tax assets and liabilities expected to be settled or realized between April 1, 2014
and March 31, 2015 has been reduced from 38.0% to 35.6% as of March 31, 2014. Due to this change in statutory income tax rate, net deferred
tax liabilities increased by ¥10 million (US$97 thousand) as of March 31, 2014 and deferred income tax expense recognized for the year ended
March 31, 2014 decreased by the same amount.
Significant components of the Company’s and its consolidated subsidiaries’ deferred tax assets and liabilities as of March 31, 2014 and 2013 are as
follows:
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Deferred tax assets:
Net operating loss carry forwards ¥ 6,014 ¥ 5,598 $ 58,457
Retirement benefits − 4,827 −
Net defined benefit liability 4,579 – 44,508
Overseas exploration cost 2,707 1,496 26,312
Unrealized profits 2,529 1,717 24,582
Loss on impairment of fixed assets 2,141 2,649 20,811
Allowance for bonus payable 1,353 1,308 13,151
Contribution gains on securities to employee retirement benefits trust 1,189 1,078 11,557
Accrued environmental measures 838 120 8,145
Depreciation 576 670 5,599
Accrued business taxes 429 1,095 4,170
Deferred losses on hedges 177 1,586 1,721
Others 4,353 4,684 42,311
Gross deferred tax assets 26,885 26,828 261,324
Less valuation allowance (8,329) (8,800) (80,959)
Deferred tax assets-less valuation allowance 18,556 18,028 180,365
Deferred tax liabilities:
Net unrealized holding gain on available-for-sale securities (14,515) (10,425) (141,087)
Depreciation (8,559) (6,646) (83,194)
Reserve for losses on overseas investment (4,081) (4,205) (39,668)
Accumulated earnings of overseas subsidiaries (3,737) (4,091) (36,324)
Deferred gains on properties for tax purpose (2,346) (2,203) (22,803)
Reserve for explorations (1,180) (1,424) (11,470)
Gain on securities contributed to employee retirement benefits trust (520) (520) (5,054)
Others (1,934) (1,992) (18,798)
Deferred tax liabilities (36,872) (31,506) (358,398)
Net deferred tax assets (liabilities) ¥ (18,316) ¥ (13,478) $ (178,033)
The aggregate annual maturities of long-term debt as of March 31, 2014 are as follows:
9 Income taxes
Income taxes in the accompanying consolidated statements
of income comprise corporation taxes, inhabitants’ taxes
and enterprise taxes. Consolidated overseas subsidiaries are
subject to income taxes of the countries in which they are
domiciled.
The following table summarizes the significant differences
between the statutory tax rate and the Company’s and its
consolidated subsidiaries’ effective tax rate for financial statement
purposes for the years ended March 31, 2014 and 2013:
62 63
Millions of yen
2013
Projected benefit obligations ¥ (57,150)
Fair value of pension assets 45,854
Excess of projected benefit obligations over pension assets ¥ (11,296)
Unrecognized actuarial differences 5,735
Unrecognized prior services costs 15
Net retirement benefits ¥ (5,546)
Prepaid pension costs 155
Accrued retirement benefits ¥ (5,701)
Reconciliation from retirement benefit obligations and plan assets to liability (asset) for retirement benefits
Millions of yen Thousands of U.S. dollars
2014 2014
Funded retirement benefit obligations ¥ (56,944) $ (553,499)
Plan assets 53,007 515,231
¥ (3,937) $ (38,268)
Unfunded retirement benefit obligations (933) (9,069)
Total net liability for retirement benefits at March 31, 2014 ¥ (4,870) $ (47,337)
Liability for retirement benefits ¥ (4,961) $ (48,221)
Asset for retirement benefits 91 884
Total net liability for retirement benefits at March 31, 2014 ¥ (4,870) $ (47,337)
Millions of yen
2013
Service cost-benefits earned during the year ¥ 1,838
Interest cost on projected benefit obligations 966
Expected return on plan assets (809)
Amortization of actuarial differences 473
Amortization of prior services costs (319)
Severance and retirement benefit expense ¥ 2,149
Millions of yen
Plan assets ¥ 288,316
Retirement benefit obligations based on pension plan finance calculation 347,662
Balance ¥ (59,346)
March 31, 2013
Discount rate 1.4%
Expected rate of return on plan assets 3.5%
Method of attributing the projected benefits over average remaining service period Straight-line
Average remaining service period 10 years
Amortization of actuarial differences 10 years from the following that in which they arise
10 Retirement benefits and pension costs
(1)Outline of retirement benefits and pension costs
The Company and certain consolidated subsidiaries have a defined benefit pension plan and a defined contribution pension plan.
The defined benefit pension plan is based upon years of service, compensation at the time of severance and other factors.
Such retirement benefits are provided through a lump-sum benefit or a funded pension plan. The Company has a retirement benefit trust. Some
domestic consolidated subsidiaries use the simplified method for the calculation of projected benefit obligations. Also, certain consolidated
subsidiaries enroll in multi employer pension plans. Such plans are recognized as defined contribution plans.
(2)For the year ended March 31, 2013
(a)Retirement benefit obligations
The projected benefit obligations and the funded status of the plans at March 31, 2013 are summarized as follows:
The Company contributed securities to the employee retirement benefit trust, which are included in pension assets.
(b)Components of severance and retirement benefit expenses
The components of net periodic pension and severance costs excluding the employees’ contributory portion for the years ended March 31, 2013 are as follows:
(d) Multiemployer pension plans
The amount of required contributions to the multiemployer plans, which are recognized as defined contribution plans, was ¥78 million. The funded status
of the multiemployer pension plans at March 31, 2012, to which contributions were recorded as net periodic retirement benefit costs, are as follows:
(3) For the year ended March 31, 2014
(a)Defined benefit plans
The detailed notes relating to retirement benefit plans for the 12-month period ended March 31, 2014 are as follows:
(c) Basis for calculation of Retinement benifit obligations Assumptions used in calculating the above numbers are as follows:
Movement in retirement benefit obligations,except plan applied simplified method
Millions of yen Thousands of U.S. dollars
Balance at April 1, 2013 ¥ 52,374 $ 509,079
Service cost 1,802 17,516
Interest cost 722 7,018
Actuarial loss (gain) (307) (2,984)
Benefits paid (1,783) (17,331)
Other 113 1,097
Balance at March 31, 2014 ¥ 52,921 $ 514,395
Movements in plan assets,except plan applied simplified method
Millions of yen Thousands of U.S. dollars
Balance at April 1, 2013 ¥ 42,833 $ 416,339
Expected return on plan assets 922 8,962
Actuarial loss (gain) 5,732 55,715
Contributions paid by the employer 968 9,409
Benefits paid (1,132) (11,002)
Balance at March 31, 2014 ¥ 49,323 $ 479,423
Movements in liability (asset) for retirement benefits,plan which applied simplified method
Millions of yen Thousands of U.S. dollars
Balance at April 1, 2013 ¥ 1,755 $ 17,059
Retirement benefit costs (104) (1,011)
Benefits paid (138) (1,341)
Contributions paid by the employer (215) (2,090)
Other (26) (253)
Balance at March 31, 2014 ¥ 1,272 $ 12,364
The percentage of the Groups’ contribution to the multiemployer pension plans at March 31, 2012 was 0.58%.
64 65
Retirement benefit costs
Millions of yen Thousands of U.S. dollars
Service cost ¥ 1,795 $ 17,448
Interest cost 719 6,989
Expected return on plan assets (922) (8,962)
Net actuarial loss amortization 289 2,809
Past service costs amortization (319) (3,101)
Retirement benefit costs based on the simplified method (104) (1,011)
Total retirement benefit costs for the fiscal year ended March 31, 2014 ¥ 1,458 $ 14,172
Accumulated adjustments for retirement benefit
Millions of yen Thousands of U.S. dollars
Actuarial gains and losses that are yet to be recognized ¥ (619) $ (6,017)
Past service costs that are yet to be recognized 334 3,247
Total balance at March 31, 2014 ¥ (285) $ (2,770)
Millions of yen Thousands of U.S. dollars
Plan assets ¥ 322,615 $ 3,135,838
Retirement benefit obligations based on pension plan finance calculation 367,888 3,575,894
Balance * ¥ (45,273) $ (440,056)
Bonds 30.8%
Equity securities 58.0
Cash and cash equivalents 6.1
Other 5.1
Total 100.0
Plan assets
1) Plan assets comprise the following:
2) Long-term expected rate of return
Current and target asset allocations, and historical and expected returns on various categories of plan assets have been considered in determin-
ing the long-term expected rate of return.
Assumptions used in calculating the above numbers are as follows:
(b) Defined contribution plans
The amount of required contributions to the defined contribution
plans of the Company and certain consolidated subsidiaries was
¥265 million (US$2,576 thousand)
(c) Multiemployer pension plans
The amount of required contributions to the multiemployer plans
which are recognized as defined contribution plans was ¥82
million (US$797 thousand)
The funded status of the multiemployer pension plans at March 31, 2013, to which contributions were recorded as net periodic retirement
benefit costs, was as follows:
March 31, 2014
Discount rate 1.4%
Expected long-term return on plan assets 3.5%
Millions of yen Thousands of U.S. dollars
Notes and accounts receivable sold to factoring companies with recourse ¥ 363 $ 3,528
As guarantor for loans payable of:
Non-consolidated subsidiaries and affiliated companies 86,569 841,456
As guarantor for the construction costs of:
Electric facilities which provides electic power to Pogo Gold Mine 617 5,997
As a stockholder for future payment of :
The mining royalty tax, interests and penalties of Cerro Verde S.A.A 3,042 29,568
¥ 90,591 $ 880,549
11 Research and development expense
Research and development expense included in selling, general
and administrative expenses for the years ended March 31,
2014 and 2013 are ¥6,648 million (US$64,619 thousand),
¥4,999 million, respectively.
12 Net assets
Net assets comprise three subsections, which are shareholders’
equity, accumulated other comprehensive income, and
minority interests.
Under the Japanese Corporate Law (the “Law”), the entire
amount paid for new shares is required to be designated as
common stock. However, a company may, by resolution of the
Board of Directors, designate an amount not exceeding one-half of
the price of the new shares as additional paid-in capital, which is
included in capital surplus.
Under the Law, in cases where a dividend distribution of surplus
is made, the smaller of an amount equal to 10% of dividend or
excess, if any, of 25% of common stock over the total of additional
paid-in capital and legal earnings reserve must be set aside as
additional paid-in capital or legal earnings reserve. Legal earnings
reserve is included in retained earnings in the accompanying
consolidated balance sheets.
Under the Law, legal earnings reserve and additional paid-in
capital could be used to eliminate or reduce a deficit, or
could capitalize by a resolution of the shareholders’ meeting.
Additional paid-in capital and legal earnings reserve may
not be distributed as dividends. Under the Law, however, all
additional paid-in capital and all of the legal earning reserve
may be transferred to other capital surplus and retained earnings,
respectively, however which are potentially available for
dividends.
The maximum amount that the Company can distribute as
dividends is calculated based on the unconsolidated financial
statements of the Company in accordance with Japanese
laws and regulations.
13 Contingent liabilities
Contingent liabilities as of March 31, 2014 are as follows:
Pursuant to the Agreement of Guarantees and Measures to
Promote Investments with the Government of Peru (the “1998 Sta-
bility Agreement”), which was effective from 1999 through 2013,
Sociedad Minera Cerro Verde S.A.A.(“Cerro Verde”), the Company’s
affiliated company accounted for by the equity method, has paid
taxes based on the assumption that the mining royalty tax regime of
2004 did not apply to Cerro Verde.
In October 2013, the Peruvian national tax authority issued to
Cerro Verde a payment order of taxes for the years 2006 through
2008, plus interests and penalties thereon, because the tax author-
ity decided that the 1998 Stability Agreement did not exempt the
Copper Sulfide Ores Development Project, which commenced in
2006 (the “Project”), from the mining royalty tax regime.
Although Cerro Verde has made an appeal to related agencies
that the 1998 Stability Agreement exempted the Project, the Com-
pany’s share of the payment being demanded in case such demand
is validated is described above.
Cerro Verde had continued to pay taxes for 2009 and onward
based on the same assumption that the 1998 Stability Agreement
had been effective and had exempted the Project. Although the tax
authority claims that the 1998 Stability Agreement also does not
exempt the Project for 2009 or onward, the tax authority has not
issued to Cerro Verde a payment order of taxes for such years.
* The principle factor relating to the balance was the prior service obligations in pension financing of △¥38,526 million (△US$374,475 thousand).
The percentage of the Groups’ contribution to the multiemployer pension plans at March 31, 2013 was 0.46%.
66 67
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Net unrealized holding gains on securities
Increase during the year ¥ 10,769 ¥ 19,814 $ 104,675
Reclassification adjustments 3 766 30
Sub-total, before tax 10,772 20,580 104,705
Tax effect (4,106) (6,949) (39,911)
Sub-total, net of tax ¥ 6,666 ¥ 13,631 $ 64,794
Deferred gains on hedges
Increase during the year 3,666 4,696 35,634
Reclassification adjustments (474) 328 (4,608)
Sub-total, before tax 3,192 5,024 31,026
Tax effect (1,283) (2,012) (12,470)
Sub-total, net of tax ¥ 1,909 ¥ 3,012 $ 18,556
Foreign currency translation adjustments
Increase during the year 44,609 17,918 433,602
Reclassification adjustments 1,175 235 11,421
Sub-total, before tax 45,784 18,153 445,023
Sub-total, net of tax ¥ 45,784 ¥ 18,153 $ 445,023
Share of other comprehensive income of affiliated companies
accounted for using equity method
Increase during the year 49,628 11,208 482,387
Reclassification adjustments − 5,913 −
Sub-total ¥ 49,628 ¥ 17,121 $ 482,387
Total other comprehensive income ¥ 103,987 ¥ 51,917 $ 1,010,760
15 Segment information
(1) General information about reported segments
(a) Basis of decision about reported segments
The reported segments of the Group refer to business units, for
which separate financial information is available and that are
subject to periodic reviews by the Board of Directors as the
supreme, managerial decision-making body to determine the
allocation of management resources and assess their respective
operating results.
The Company currently has three business divisions—
Mineral Resources Div., Non-Ferrous Metals Div., Materials Div.—
in the pursuit of effective business operations by products and
services. Each of these business divisions plans its own compre-
hensive strategies to be carried out in Japan and overseas for
its own product and service lines and engages in diverse business
activities.
The three aforementioned business divisions and the
Taganito Project—the purpose of which is to construct a second
High Pressure Acid Leach (HPAL) plant in the Taganito
area of Mindanao Island in the Philippines—and the Sierra
Gorda Project—the purpose of which is to participate in a
copper mine development project in the Republic of Chile
are classified as “business segments” of the Group.
The Group integrated these five business segments into
three reported segments: “Mineral Resources” “Smelting
& Refining”, “Materials.” In determining these reported
segments, the Sierra Gorda Project are into Mineral Resources and
the Taganito Project are into Smelting & Refining, in accordance
with the integration criteria and quantitative standards set forth
in the “Accounting Standard for Disclosures about Segments of
an Enterprise and Related Information” (ASBJ Statement No. 17
issued on March 27, 2009) and “Guidance on Accounting Standard
for Disclosures about Segments of an Enterprise and Related Infor-
mation” (ASBJ Guidance No. 20 issued on March 21, 2008).
As described above, the Group consists of three segments
identified by products and services based on the business divisions.
(b) Types of products and services of each reported segment
In the Mineral Resources segment, the Group mainly engages
in the exploration, development and production of non-ferrous
metal resources in Japan and overseas, as well as sales of ores
and other products.
In the Smelting & Refining segment, the Group mainly
engages in smelting and sales of copper, nickel, ferro-nickel,
zinc and lead, as well as smelting and sales of precious metals
such as gold, silver and platinum.
In the Materials segment, the Group mainly engages in manufac-
turing, processing and sales of semiconductor materials such as lead
frames, tape materials (copper-clad polyimide film, chip-on-film (COF)
substrates (electronic packaging materials used to make LCD panel
integrated circuits) as well as of advanced materials such as pastes,
powder materials (e.g., nickel powder), battery materials (e.g., nickel
hydroxide, lithium nickel oxide) and crystalline materials, manufactur-
ing and sales of automotive exhaust processing catalysts, chemical
catalysts, petroleum refinery and desulfurization catalysts, as well as
autoclaved lightweight concrete (ALC) products. Operating results
of the bonding wire business to its completion of withdrawal were
included in the Company’s consolidated statement of income for the
year ended March 31, 2013.
(2) Basis of measurement regarding reported segment income
(loss), segment assets and other material items
The accounting methods for each reported segment are basically
the same as those set forth in Note 2, entitled the “Summary of
significant accounting policies,” excepting the allocation of the
amount equivalent to the interest on the internal loan payable to
each segment.
Inter-segment net sales are calculated based on the prices of
arm’s length transactions.
(Change in basis of measurement regarding reported segment
income (loss))
In order to manage the operations of each segment properly, the
amount equivalent to common administrative-expenses to be shared
by all segments has been allocated to each reported segment by
using certain allocation ratios from the year ended March 31, 2014.
Until the year ended March 31, 2013, each reported segment
had borne the “cost of capital,” which is obtained by multiplying the
assets by an internal interest rate.
From the year ended March 31, 2014, in order to manage the
operations of each segment properly, each reported segment has
borne the amount equivalent to the interest on the internal loan
payable in each segment’s balance sheet.
Segment information for the year ended March 31, 2013 was
retrospectively restated to present the information under the new
method.
14 Comprehensive Income
Amounts reclassified to net income in the current period that are recognized in other comprehensive income in the current or
previous periods and tax effects for each component of other comprehensive income are as follows:
68 69
Millions of yen
2014Mineral
ResourcesSmelting &
Refining Materials
Total ofreported
segments Others* Adjustment** Consolidated
Net sales:
Outside customers ¥ 72,834 ¥ 614,831 ¥ 139,445 ¥ 827,110 ¥ 3,436 ¥ − ¥ 830,546
Inter segment 41,062 17,011 13,880 71,953 17,371 (89,324) −
Total 113,896 631,842 153,325 899,063 20,807 (89,324) 830,546
Segment income ¥ 69,063 ¥ 29,104 ¥ 11,072 ¥ 109,239 ¥ 1,581 ¥ 3,532 ¥ 114,352
Segment assets ¥ 347,987 ¥ 685,979 ¥ 151,697 ¥ 1,185,663 ¥ 16,437 ¥ 370,267 ¥ 1,572,367
Segment liabilities ¥ 29,017 ¥ 342,491 ¥ 72,503 ¥ 444,011 ¥ 5,704 ¥ 103,599 ¥ 553,314
Depreciation 8,782 13,390 8,007 30,179 318 1,929 32,426
Amortization of goodwill 109 − 18 127 − − 127
Interest income 308 177 32 517 − 4,120 4,637
Interest expense 60 1,425 408 1,893 14 1,655 3,562
Equity in earnings of affiliated companies 23,006 3,025 3,977 30,008 − (238) 29,770 Investment in equity-method affiliated companies 183,678 76,212 26,932 286,822 − 42,800 329,622 Capital expenditures 19,387 34,656 8,379 62,422 682 3,337 66,441
(3) Information about reported segment income (loss), segment assets and other material items
Segment information as of and for the years ended March 31, 2014 and 2013 are as follows:
Thousands of U.S. dollars
2014Mineral
ResourcesSmelting &
Refining Materials
Total ofreported
segments Others* Adjustment** Consolidated
Net sales:
Outside customers $ 707,951 $ 5,976,196 $ 1,355,414 $ 8,039,561 $ 33,398 $ − $ 8,072,959
Inter segment 399,125 165,348 134,914 699,387 168,847 (868,234) −
Total 1,107,076 6,141,544 1,490,328 8,738,948 202,245 (868,234) 8,072,959
Segment income $ 671,297 $ 282,893 $ 107,621 $ 1,061,811 $ 15,367 $ 34,331 $ 1,111,509
Segment assets $ 3,382,455 $ 6,667,759 $ 1,474,504 $ 11,524,718 $ 159,769 $ 3,599,018 $ 15,283,505
Segment liabilities $ 282,047 $ 3,329,034 $ 704,734 $ 4,315,815 $ 55,443 $ 1,006,989 $ 5,378,247
Depreciation 85,362 130,152 77,829 293,343 3,091 18,749 315,183
Amortization of goodwill 1,059 − 175 1,234 − − 1,234
Interest income 2,994 1,720 311 5,025 − 40,047 45,072
Interest expense 583 13,851 3,966 18,400 136 16,087 34,623
Equity in earnings of affiliated companies 223,620 29,403 38,657 291,680 − (2,314) 289,366
Investment in equity-method affiliated companies 1,785,362 740,785 261,781 2,787,928 − 416,018 3,203,946
Capital expenditures 188,443 336,858 81,444 606,745 6,629 32,437 645,811
Millions of yen
2013Mineral
ResourcesSmelting &
Refining Materials
Total ofreported
segments Others* Adjustment** Consolidated
Net sales:
Outside customers ¥ 63,318 ¥ 602,395 ¥ 139,618 ¥ 805,331 ¥ 3,209 ¥ – ¥ 808,540
Inter segment 41,555 35,408 16,995 93,958 12,734 (106,692) –
Total 104,873 637,803 156,613 899,289 15,943 (106,692) 808,540
Segment income ¥ 66,105 ¥ 40,646 ¥ 3,297 ¥ 110,048 ¥ 1,559 ¥ 3,427 ¥ 115,034
Segment assets ¥ 293,546 ¥ 631,375 ¥ 132,862 ¥ 1,057,783 ¥ 16,595 ¥ 276,775 ¥ 1,351,153
Segment liabilities ¥ 45,040 ¥ 297,261 ¥ 70,222 ¥ 412,523 ¥ 5,801 ¥ 88,282 ¥ 506,606
Depreciation 6,524 12,169 6,811 25,504 317 1,757 27,578
Amortization of goodwill 89 – 1 90 – – 90
Interest income 256 175 61 492 – 1,043 1,535
Interest expense 120 1,007 487 1,614 19 1,668 3,301
Equity in earnings (losses) of affiliated companies 18,519 (3,424) 2,071 17,166 – (66) 17,100 Investment in equity-method affiliated companies 166,323 74,755 22,324 263,402 – (3,663) 259,739
Capital expenditures 8,987 40,146 8,221 57,354 522 1,415 59,291
* The “Others” segment refers to businesses other than those
included in the reported segments and other profit-seeking business
directly operated by Head Office divisions/departments.
Other businesses include technical engineering and real estate
businesses.
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Head Office expenses not allocated to each reported segment* ¥ (2,835) ¥ (2,043) $ (27,556)
Internal interest expense 534 786 5,190
Eliminations of inter-segmental transactions among the reported segments 301
4,566 2,926
Non-operating income/expenses not allocated to each reported segment** 5,532 118 53,771
Total ¥ 3,532 ¥ 3,427 $ 34,331
** “Adjustments” are as follows:
1. Adjustments for segment income are as follows:
* Head Office expenses not allocated to each reported
segment mainly consist of general administrative expenses
and R&D expenses, which are not attributable to the reported
segments.
** Non-operating income/expenses not allocated to each
reported segment mainly consist of foreign exchange
gains/losses and interest expenses, which are not attributable
to the reported segments.
70 71
2. Adjustments for segment assets and liabilities are as follows:
* Corporate assets and liabilities not allocated to each reported segment mainly refer to the assets and liabilities under the control of the Admin-
istration Dept. at the Head Office, which are not allocated to the reported segments.
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Corporate assets not allocated to each reported segment* ¥ 473,725 ¥ 401,205 $ 4,604,636
Offset and eliminations of inter-segmental receivables among the reported segments, including those toward Head Office divisions/departments (103,458) (124,430) (1,005,618)
Total ¥ 370,267 ¥ 276,775 $ 3,599,018
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Corporate liabilities not allocated to each reported segment* ¥ 220,828 ¥ 275,015 $ 2,146,462
Offset and eliminations of inter-segmental payables among the reported segments, including those toward Head Office divisions/departments (117,229) (186,733) (1,139,473)
Total ¥ 103,599 ¥ 88,282 $ 1,006,989
3. Adjustments on depreciation refer to depreciation at the
Head Office divisions/departments, which are not allocated
to the reported business segments.
4. Adjustments on interest income consist of interest income at
the Head Office divisions/departments, which is not allocated
to the reported segments, and eliminations of transactions
among the reported segments.
5. Adjustments on interest expense consist of interest expense at
the Head Office divisions/departments, which are not allocated to
the reported segments, and eliminations of transactions among
the reported segments.
6. Adjustments on equity in earnings (losses) of affiliated compa-
nies refer to the deduction of unrealized income relating to the
inter-segmental transactions among the reported segments.
7. Adjustments on investment in equity-method affiliated compa-
nies represent the amount corresponding to “Foreign currency
translation adjustments.”
8. Adjustments on capital expenditures refer to increases thereof at
the Head Office divisions/departments, which are not allocated
to the reported segments.
Related information
(1) Information about geographic areas
(a) Sales
2014 Millions of yen
Japan East Asia Southeast Asia North America Others Total
¥ 498,457 ¥ 171,692 ¥ 77,489 ¥ 70,922 ¥ 11,986 ¥ 830,546
2013 Millions of yen
Japan East Asia Southeast Asia North America Others Total
¥ 474,408 ¥ 190,772 ¥ 73,952 ¥ 60,138 ¥ 9,270 ¥ 808,540
2014 Thousands of U.S. dollars
Japan East Asia Southeast Asia North America Others Total
$ 4,845,033 $ 1,668,857 $ 753,198 $ 689,366 $ 116,505 $ 8,072,959
*1
Net sales are segmented by country or region according to custom-
ers’ location data.
*2
Regions are segmented based on their geographical proximity, and
only those countries for which the net sales amount accounts for
more than 10% of the net sales stated in the Consolidated State-
ments of Income are separately listed.
*3
Major countries or regions that belong to the segments are as
follows:
1. East Asia: China, Taiwan, Hong Kong and South Korea
2. Southeast Asia: Indonesia, Malaysia, Thailand, etc.
3. North America: United States, Mexico and Canada
4. Others: Australia, India, Morocco, etc.
(b) Property, plant and equipment
2014 Millions of yen
Japan East Asia Philippines Southeast Asia United States Others Total
¥ 140,132 ¥ 8,213 ¥ 212,370 ¥ 1,624 ¥ 47,785 ¥ 5,649 ¥ 415,773
2013 Millions of yen
Japan East Asia Philippines Southeast Asia United States Others Total
¥ 136,036 ¥ 8,366 ¥ 161,365 ¥ 1,053 ¥ 28,950 ¥ 6,297 ¥ 342,067
2014 Thousands of U.S. dollars
Japan East Asia Philippines Southeast Asia United States Others Total
$ 1,362,092 $ 79,831 $ 2,064,250 $ 15,785 $ 464,473 $ 54,908 $ 4,041,339
*1
Regions are segmented based on their geographical proximity, and
only those countries for which the property, plant and equipment
amount accounts for more than 10% of the property, plant and
equipment stated in the Consolidated Balance Sheets are sepa-
rately listed.
*2
Major countries or regions that belong to the segments are as
follows:
1. East Asia: China and Taiwan
2. Southeast Asia: Malaysia and Singapore
3. Others: Australia, Solomon Islands, Peru, Chile, Brazil
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Customer’s designation or name Sales Sales Sales Related reported segments
Sumitomo Corporation ¥ 123,763 ¥ 125,184 $ 1,202,984 Smelting & Refining, Materials
MITSUI & CO., LTD. ¥ 62,359 ¥ 58,841 $ 606,133 Smelting & Refining
(2) Information about major customers
72 73
(3) Information about impairment loss of fixed assets by reported segment
Millions of yen
2014Mineral
ResourcesSmelting &
Refining Materials Others Adjustment Consolidated
Loss on impairment of fixed assets ¥ − − 423 830 − ¥ 1,253
Millions of yen
2013Mineral
ResourcesSmelting &
Refining Materials Others Adjustment Consolidated
Loss on impairment of fixed assets ¥ 52 – 146 – – ¥ 198
Thousands of U.S. dollars
2014Mineral
ResourcesSmelting &
Refining Materials Others Adjustment Consolidated
Loss on impairment of fixed assets $ − − 4,112 8,068 − $ 12,180
(4) Information about unamortized balance of goodwill by reported segment
Millions of yen
2014Mineral
ResourcesSmelting &
Refining Materials Others Adjustment Consolidated
Balance at end of fiscal year ¥ 469 − 100 − − ¥ 569
Millions of yen
2013Mineral
ResourcesSmelting &
Refining Materials Others Adjustment Consolidated
Balance at end of fiscal year ¥ 482 – – – – ¥ 482
Thousands of U.S. dollars
2014Mineral
ResourcesSmelting &
Refining Materials Others Adjustment Consolidated
Balance at end of fiscal year $ 4,559 − 972 − − $ 5,531
16 Asset retirement obligations
(1) Asset retirement obligations that are recorded in the consoli-
dated balance sheets
With regard to mines and quarries in operation in Japan, the
Company is required by the Mining Safety Act, the Law on Special
Measures for Mine Damages Caused by the Metal Mining Industry,
etc., the Quarrying Act and leasing agreements to undertake mine
pollution prevention activities for post-use specified facilities and
to restore such facilities to their original condition. Based on these
requirements, the Company records as asset retirement obliga-
tions a rational estimate of the expenses required for mine pollution
prevention activities and any removal expenses.
For the domestic facilities of the Group in Japan, the Company
makes rational estimates of the costs of demolishing and conduct-
ing surveys in accordance with requirements regarding special
removal methods and obligations to conduct environmental surveys
under asbestos damage prevention regulations of asbestos-related
regulations and occupational health and safety regulations of dioxin-
related regulations, and posts these amounts as asset retirement
obligations.
Sumitomo Metal Mining Pogo LLC, Sumitomo Metal Mining
Arizona Inc., Sumitomo Metal Mining Oceania Pty. Ltd. and Coral
Bay Nickel Corporation are subject to the U.S. GAAP or International
Financial Reporting Standards, as well as the mining laws and
regulations of the United States, Australia and the Republic of the
Philippines, respectively. Based on its business plans, the Company
determines asset retirement obligations by making rational esti-
mates of its obligations under such regulations of restoring operat-
ing mines and smelters to their original condition and the expenses
of fulfilling these obligations. Asset retirement obligations are calcu-
lated based on determining the estimated period until expenditure,
the remaining useful life of facilities and the mine life (13 to 69) and
discounted by the rates of 1.53% to 11.0%.
The asset retirement obligations as of March 31, 2014 and 2013 are as follows:
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Balance at the beginning of the fiscal year ¥ 5,337 ¥ 4,317 $ 51,876
Newly recorded obligations 3 260 29
Adjustment due to passage of time 276 233 2,683
Decrease due to fulfillment of obligations (9) ―– (87)
Increase due to change in estimates (506) 70 (4,918)
Other ―− 5 ――−
Foreign exchange adjustment 929 452 9,029
Year-end balance ¥ 6,030 ¥ 5,337 $ 58,612
(2) Asset retirement obligations other than those recorded in the
balance sheets
The Group is required under leasing agreements to restore certain
facilities on borrowed buildings and sites to their original condition
at the time of removal. In cases where the period of use for lease
assets is unclear or for which no relocation plans are in existence,
asset retirement obligations cannot be rationally estimated. Further-
more, certain sites at our facilities employ hazardous substances
specified under the Water Pollution Control Act, and at the time
of removing its facilities the Company is required to conduct soil
remediation surveys in accordance with the Soil Contamination
Countermeasures Law. However, as the responsibility for fulfilling
this obligation is estimated to be deferred, the timing for perform-
ing such surveys is unclear. Therefore, asset retirement obligations
cannot be rationally estimated. Consequently, no corresponding
asset retirement obligations are included in these obligations.
(2) Operating leases
Future minimum lease payments as of March 31, 2014 and 2013 are as follows:
17 Information for certain leases
(1) Finance leases
Lease assets
Primarily, the production management server at the headquarters
(machinery and equipment)
For lease assets related to finance leases that do not transfer
Millions of yen Thousands of U.S. dollars
2014 2013 2014
Due within one year ¥ 248 ¥ 139 $ 2,411
Due after one year 1,391 757 13,521
Total ¥ 1,639 ¥ 896 $ 15,932
ownership, depreciation of leased assets is computed over the
lease period using the straight-line method with no residual value.
74 75
Millions of yen Thousands of U.S. dollars
Value of the acquisition(the fair value of the common stock which SH Materials delivered on the dateof the business combination) ¥ 2,000 $ 19,440
Incidental expense(advisory fee, etc.) 86 836
Total acquisition cost ¥ 2,086 $ 20,276
Millions of yen Thousands of U.S. dollars
Current assets ¥ 800 $ 7,776
Noncurrent assets 2,468 23,989
Total assets ¥ 3,268 $ 31,765
Current liabilities ¥ 300 $ 2,916
Noncurrent liabilities 1,000 9,720
Total liabilities ¥ 1,300 $ 12,636
(4) Number and type of equity interests delivered
200,000 shares of common stock of SH Materials
(5) Amount of goodwill, reason for recognition,
amortization method and period
(a) Amount of goodwill
¥118 million (US$1,147 thousand)
(b) Reason for recognition
Goodwill was the excess of the fair value of the consideration
over the net amount of identifiable assets and liabilities.
(c) Amortization method and period
The Straight-line method over five years
(6) Primary assets and liabilities assumed as of the acquisition
date
18 Business combination
(Integrated lead frame business and copper products business)
The Company and Hitachi Cable, Ltd. (“Hitachi Cable”) resolved
on October 29, 2012 to integrate the two companies’ lead frame
business operations and have the Company invest into Hitachi
Cable’s copper products business (excluding its copper tube and
brass operations), and signed an agreement to formally seal this
business integration. Licenses and permissions have been attained
in accordance with competition laws in the relevant countries, and
operations of the integrated lead frame and copper products busi-
ness commenced on July 1, 2013.
Prior to the integration of the lead frame business, the Company
established SH Materials Co., Ltd. (“SH Materials”) as its wholly
owned subsidiary on January 7, 2013. The Company transferred the
lead frame business to SH Materials via an absorption-type com-
pany split on July 1, 2013.
SH Materials succeeded the lead frame business of Hitachi Cable
via an absorption-type company split, and the Company transferred
parts of its shares of common stock in SH Materials to Hitachi
Cable on July 1, 2013. As a result, the shareholding ratios of the
Company and Hitachi Cable against the total number of SH Materi-
als’ outstanding shares became 51% and 49%, respectively.
Regarding the copper products business, the Company acquired
50% of the common stock outstanding of SH Copper Products
Co., Ltd., a consolidated subsidiary of Hitachi Cable (“SH Copper
Products”). Consequently, SH Copper Products became a jointly
controlled company of the Company and Hitachi Cable and has
been included in affiliated companies accounted for by the equity
method.
(Transaction under common control)
(1) Outline of transaction
(a) Name and description of business
Name of business: Lead frame business
Description of business: Manufacture and sale of lead
frames and related products
(b) Date of business combination
July 1, 2013
(c) Legal form of business combination
Absorption-type split in which the Company is the splitting
company and SH Materials is the successor company
(d) Name of company after business combination
SH Materials (a consolidated subsidiary of the Company)
(e) Summary of transaction
By integrating the lead frame businesses of the Company
and Hitachi Cable, both companies’ production facilities and
manufacturing technologies will be merged and will comple-
ment each other, the distribution channels and selling power
will be effectively utilized and sales and management services
structures will be further streamlined, which would result in
synergistic effects and enhanced competitiveness.
(2) Outline of applied accounting treatment
This transaction was accounted for as a transaction under
common control in accordance with ASBJ Statement No.21,
entitled the “Accounting Standard for Business Combinations”
and ASBJ Guidance No.10, entitled the “Guidance on Accounting
Standard for Business Combinations and Accounting Standard for
Business Divestitures” (both issued by ASBJ on December 26,
2008).
(Business combination through acquisition)
(1) Outline of business combination
(a) Name and description of business of acquired company
Name of acquired company: Hitachi Cable
Description of business of
acquired company: Lead frame business
(b) Reason for business combination
By integrating the lead frame businesses of the Company
and Hitachi Cable, both companies’ production facilities and
manufacturing technologies will be merged and will comple-
ment each other, the distribution channels and selling power
will be effectively utilized and sales and management services
structures will be further streamlined, which would result in
synergistic effects and enhanced competitiveness.
(c) Date of business combination
July 1, 2013
(d) Legal form of business combination
Absorption-type split in which Hitachi Cable is the splitting
company and SH Materials is the successor company
(e) Name of company after business combination
SH Materials (consolidated subsidiary of the Company)
( f ) Main reason for determining the acquiring company
SH Materials was determined to be the acquiring company
based on, among other reasons, the relative voting rights in the
combined company.
(2) Period for which performance results of acquired
company were included in consolidated statements of
income
July 1, 2013 to March 31, 2014
(7) Estimated effect on consolidated statements of income
assuming business combination had been completed at the
beginning of the year ended March 31, 2014.
The effect on operating results for the year ended March 31, 2014
was immaterial.
(Formation of a jointly controlled company)
(1) Outline of transaction
(a) Name and description of business
Name of business: Copper products business
Description of business: Manufacture and sale of copper
products (copper strips, copper
products for electric applications,
machine-fabricated parts of copper)
(b) Date of the business combination
July 1, 2013
(c) Legal form of business combination
Acquisition of common stock of SH Copper Products
(d) Name of company after business combination
SH Copper Products (became an affiliated company accounted
for by the equity method of the Company)
(e) Summary of transaction
Through the stable and speedy supply of materials to the lead
frame business based on this business combination, the abil-
ity to produce and develop higher quality copper strips used in
semiconductors will be strengthened.
Furthermore, efforts will continue to be made in expanding the
use of copper products in automotive and industrial applications
and competitiveness will be enhanced as a comprehensive
manufacturer of copper products.
(3) Acquisition cost of acquired company and breakdown
thereof
76 77
Sierra Gorda S.C.M.
2014 Millions of yen
Total current assets ¥ 57,947
Total long-term assets 411,520
Total current liabilities 40,397
Total long-term liabilities 330,315
Total net assets 98,755
Net sales –
Net income before tax –
Net income –
2014 Thousands of U.S. dollars
Total current assets $ 563,248
Total long-term assets 4,000,000
Total current liabilities 392,661
Total long-term liabilities 3,210,682
Total net assets 959,905
Net sales –
Net income before tax –
Net income –
Compania Contractual Minera Candelaria
2014 Millions of yen
Total current assets ¥ 62,138
Total long-term assets 162,656
Total current liabilities 14,073
Total long-term liabilities 19,660
Total net assets 191,061
Net sales 139,778
Net income before tax 72,631
Net income 55,875
2014 Thousands of U.S. dollars
Total current assets $ 603,985
Total long-term assets 1,581,026
Total current liabilities 136,790
Total long-term liabilities 191,096
Total net assets 1,857,125
Net sales 1,358,651
Net income before tax 705,978
Net income 543,108
19 Related party transaction
(1) Related party transaction
Related party transaction for the years ended March 31, 2014 and 2013 are as follows:
2014
Name of related party LocationCapital
investment SegmentVoting
interestDescription of the
business relationship Transaction detail Amounts
Thousands ofU.S. dollars
Millions of yen
Thousands ofU.S. dollars
Sierra Gorda S.C.M.Santiago,
Chile $ 934,302Mineral
ResourcesIndirectly
45.0%
Debt guarantee and pledge as security for the loan etc. from the financial institution
Debt guarantee* ¥ 82,729 $ 804,131
Pledge as security** 72,016 700,000
Loans Loans receivable*** 47,164 458,437
2013
Name of related party LocationCapital
investment SegmentVoting
interestDescription of the
business relationship Transaction detail Amounts
Thousands ofU.S. dollars
Millions of yen
Sierra Gorda S.C.M.Santiago,
Chile $ 934,302Mineral
ResourcesIndirectly
45.0%
Debt guarantee and pledge as security for the loan etc. from the financial institution
Debt guarantee* ¥ 60,049
Pledge as security** 52,646
Loans Loans receivable*** 22,628
* The Company guarantees the loan etc. from the financial institution
** The Company pledges its owned shares in Sierra Gorda S.C.M. as security for the loan from the financial institution to finance developments of the
Sierra Gorda copper project. The amounts of security is the debt balance as of March 31, 2014 and 2013.
***The Company determined terms and conditions of loan based on market interest rates, etc.
(2) Condensed financial information of a major affiliated
companies
Pursuant to the relevant accounting standards, condensed financial
information of major affiliated companies which are disclosed for
the years ended December 31, 2013 and 2012 are as follows:
Sociedad Minera Cerro Verde S.A.A.
2014 Millions of yen
Total current assets ¥ 175,987
Total long-term assets 332,761
Total current liabilities 45,026
Total long-term liabilities 33,024
Total net assets 430,698
Net sales 177,037
Net income before tax 92,511
Net income 59,934
2013 Millions of yen
Total current assets ¥ 188,184
Total long-term assets 161,759
Total current liabilities 23,584
Total long-term liabilities 27,750
Total net assets 298,609
Net sales 169,758
Net income before tax 96,998
Net income 61,619
2014 Thousands of U.S. dollars
Total current assets $ 1,710,605
Total long-term assets 3,234,458
Total current liabilities 437,656
Total long-term liabilities 320,995
Total net assets 4,186,412
Net sales 1,720,811
Net income before tax 899,213
Net income 582,562
Sociedad Minera Cerro Verde S.A.A.( f ) Formation and reason for having jointly controlled company
In forming this jointly controlled company, the Company and
Hitachi Cable concluded a shareholders’ agreement under which
SH Copper Products will become the jointly controlled company
of both companies.
Consideration paid at the time of the business combination con-
sisted entirely of shares with voting rights.
No other specific facts indicated that a controlling relationship
existed. It was, therefore, decided that the business
combination was to be formed by having a jointly controlled
company.
(2) Outline of applied accounting treatment
This transaction was accounted for as formation of a jointly
controlled company in accordance with ASBJ Statement No.21,
entitled the “Accounting Standard for Business Combinations” and
ASBJ Guidance No.10, entitled the “Guidance on Accounting
Standard for Business Combinations and Accounting Standard for
Business Divestitures” (both issued by ASBJ on December 26,
2008).
* Hitachi Cable merged with Hitachi Metals, Ltd. on July 1, 2013.
The name of the resulting company is Hitachi Metals, Ltd.
78 79
Independent Auditors’ Report
Millions of yen Thousands of U.S. dollars
Year-end dividends of ¥20.00 per share ¥ 11,043 $ 107,339
21 Subsequent event
Appropriation of retained earnings
The following appropriation of retained earnings of the Company, which has not been reflected in the accompanying consolidated financial state-
ments for the year ended March 31, 2014, was approved at a shareholders’ meeting held on June 23, 2014:
20 Earnings per share
Reconciliation of the difference between basic and diluted net income per share (“EPS”) for the years ended March 31, 2014 and 2013 are as
follows:Millions of yen Thousands of U.S. dollars
2014 2013 2014
Basic net income per share calculation
Numerator:
Net income ¥ 80,258 ¥ 86,640 $ 780,113
Denominator (thousands of shares):
Weighted average number of shares 552,186 556,883 −
Basic EPS (yen and U.S. dollars) ¥ 145.35 ¥ 155.58 $ 1.41
Diluted net income per share calculation
Numerator:
Net income ¥ 80,258 ¥ 86,640 $ 780,113
Adjusted net income 80,656 87,520 783,981
Denominator (thousands of shares):
Weighted average number of shares 552,186 556,883 −
Assumed conversion of convertible bonds 69,638 57,742 −
Adjusted weighted average number of shares 621,824 614,625 −
Diluted EPS (yen and U.S. dollars) ¥ 129.71 ¥ 142.40 $ 1.26
80 81
Glossary
Mineral Resources Business andSmelting & Refi ning Business
Metal TradingLondon Metal Exchange (LME)The LME specializes in trading ofnon-ferrous metals such as copper,nickel, aluminum, lead and zinc. TheLME trading prices for metals areused as the international pricingbenchmarks for sales of refi ned metaland purchases of refi ning ores.
Treatment Charge (TC) and Refi ningCharge (RC)These are commonly used in theterms of purchase for copperconcentrate or nickel ore for refi ning.They are amounts designed to coverrefi ning costs. For example, copperconcentrate contracts may defi ne apurchase price based on the LME priceat a certain date, minus the TC or RCbeing used at the time.
London fi xingGold is not traded on the LME. Its priceis determined for each transactionbetween market participants. Thefi nancial institutions in the LondonBullion Market Association (LBMA)agree on a standard price forgold based on these transactionsand publish it on the morning andafternoon of each trading day. This“London fi xing” price is the benchmarkfor trading in gold.
Pound (lb)Part of the imperial system ofmeasures, the pound is the standardunit of weight used in measuring andpricing base metals such as copperand nickel, and in TC/RC calculations.One pound equals approximately453.59 g; a metric ton equalsapproximately 2,204.62 lb.
Troy ounce (toz)The troy ounce is the standard unitof weight for precious metals such asgold and silver. It equals approximately31.1 g. It is named after Troyes, a city
in the Champagne region of centralFrance that was the site of a majormarket in Europe in medieval times.Originally used as a unit of exchangefor valuing goods in terms of gold orsilver weights, the troy ounce is stillused today in gold trading.
Metal Refi ningSmelting and refi ningRefi ning processes extract valuablemetals from ores or other rawmaterials. They fall into two basictypes: pyrometallurgical (dry) andhydrometallurgical (wet). At SMM’sToyo site (Saijo, Ehime Prefecture)copper concentrate preprocessing(treatment processes) arepyrometallurgical, while the nickel plant(Niihama, Ehime Prefecture) makesuse of hydrometallurgical processesthroughout. The term ‘smelting’ isused for the extraction of metalfrom ores using melting and heating(pyrometallurgy). The term ‘refi ning’refers to any process that increasesthe grade or purity of a metal.
Pyrometallurgical refi ningThe precursor ore is melted at hightemperature in a furnace, and refi ningtechniques are applied to separatethe metal in a molten state. While thistechnique allows large-volume oreprocessing, it also requires periodicfurnace maintenance.
Hydrometallurgical refi ningThe ore and impurities are dissolved ina solution, and chemical reactions areused to separate out the metal.This refi ning method is stable andallows for continuous refi ning, but thesolutions required are costly.
Metal OresSulfi de oresThese ores contain copper, nickel orother metals chemically bonded tosulfur. Since the application of heatbreaks these bonds, releasing thesulfur, such ores are generally refi ned
using pyrometallurgical techniques.
Oxide oresThese ores contain metals in oxidizedforms. Unlike sulfi de ores, oxides needmuch more energy to achieve melting.For this reason, the hydrometallurgicalapproach is generally used to refi nethese ores.
Copper concentratesUsed as raw materials in coppersmelting, copper concentrates havea copper content of about 30%by weight. The remainder consistsmostly of sulfur and iron. Copperconcentrates are made mostly fromsulfi de ores. Ores extracted fromoverseas mines have a typical grade ofabout 1%. The ores are then “dressed”at the mine to increase the purity andproduce concentrate. Most of thecopper ores imported by SMM forsmelting in Japan are concentrates.
Nickel oxide oresWhilst the higher-grade sulfi de ores areused predominantly in nickel refi ning,nickel oxide ores are more prevalentthan nickel sulfi des. The sulfi de-oxideratio in current nickel reserves isbelieved to be about 3:7. High refi ningcosts and technical issues have limiteduse of oxide ores in nickel refi ningto date, but SMM has succeeded inrefi ning nickel from low-grade oxideores based on HPAL technology.
Mixed sulfi de (MS) oresCBNC and Taganito produce a mixednickel-cobalt sulfi de intermediatecontaining about from 55% to 60%nickel by weight. This is used as araw material in electrolytic nickelproduction.
MatteA matte is another term for metalsulfi des. For raw material, electrolyticnickel production at SMM also uses anickel matte (of about 75‒80% purity)sourced from P.T. Vale Indonesia.
Resource ReservesGoldCanadian standard•ReserveAmount of ore evaluated to have purityat or above the level indicated in theprefeasibility study that is judged to beeconomically recoverable.
•ResourceOre of purity or quality that isestimated to be economicallyextractable.
Japanese standard (JIS)•Recoverable oreAmount of ore expected to berecovered, consisting of actuallyrecoverable ore plus slag.
•Identifi ed resourcesTotal ore identifi ed at the site.
Copper and NickelReserve according to standards of therespective country.
Nickel Production ProcessCoral Bay Nickel Corporation(CBNC)Based in the Philippines, this SMMsubsidiary produces mixed nickel-cobalt sulfi des using HPAL technologyand exports the raw materials to theSMM Group’s nickel refi ning facilities inNiihama, Ehime Prefecture.
High Pressure Acid Leach (HPAL)HPAL technology enables the recoveryof nickel from low-grade nickel oxideores that traditionally were diffi cult toprocess. SMM was the fi rst companyin the world to apply it successfullyon a commercial scale. The oxide oresare subjected to high temperature andpressure and reacted under stableconditions with sulfuric acid to producea nickel-rich refi ning intermediate.
Matte Chlorine LeachElectrowinning (MCLE)Matte Chlorine Leach Electrowinning
(MCLE) is the technology used in themanufacturing process at SMM’snickel refi nery. The matte and mixedsulfi de ores are dissolved in chlorineat high pressure to produce high-grade nickel using electrolysis. MCLEis competitive in cost terms, but posessignifi cant operational challenges, andonly two other producers besides SMMhave commercialized it, using similartechnology.
Main Applications for MetalsCopperCopper is fabricated into wires, pipesand other forms. Besides power cables,copper is used widely in consumerapplications such as wiring in vehiclesor houses, and in air conditioningsystems.
Electrolytic nickelThis form of nickel, which has apurity of at least 99.99%, is used inspecialty steels, electronics materialsand electroplating, among otherapplications. SMM is the only producerof electrolytic nickel in Japan.
FerronickelFerronickel is an alloy containing nickel(about 20%) and iron. Its main use isin the manufacture of stainless steel,which is about 10% nickel by weight.Based in Hyuga, Miyazaki Prefecture,SMM Group fi rm Hyuga Smelting Co.,Ltd. produces ferronickel.
GoldGold is in demand worldwide forinvestment and decorative purposes.Gold is widely used in Japaneseindustry within the electronics sectorbecause of its high malleability andductility.
Materials Business
Copper-clad polyimide fi lm (CCPF)CCPF is a polyimide fi lm that is coatedusing a copper base. It is used as amaterial for making COF substrates.
LeadframesLeadframes are electronic packagingmaterials used to form connectionsin semiconductor chips and printedcircuit boards. They contain thin stripsof a metal alloy containing mostlynickel or copper.
Secondary batteriesSecondary batteries are ones that canbe recharged and used again. SMMsupplies battery materials that areused in the anodes of nickel metalhydride batteries and lithium-ionrechargeable batteries, which supplypower for hybrid vehicles or notebookcomputers, among other consumerapplications.
82 83
Consolidated Subsidiaries and Equity-Method Affi liatesAs of July 31, 2014
Mineral ResourcesPercentage of Voting Shares (%)
Location Principal Operations
Consolidated CompaniesSumiko Resources Exploration & Development Co., Ltd. 100 Japan Geological survey of resources, test boring
Sumitomo Metal Mining America Inc. 100 USA Exploration, management of mining subsidiaries in North America
Sumitomo Metal Mining Arizona Inc. 80 USA Mining and related operations
SMMA Candelaria Inc. 100 USA Investments in local companies in Chile operating the Candelaria Mine
Sumitomo Metal Mining Canada Ltd. 100 Canada Exploration, consulting
Sumitomo Metal Mining Oceania Pty. Ltd. 100 Australia Resource surveys, mine development and related operations in Oceania
Sumitomo Metal Mining Pogo LLC 100 USA Investment in the Pogo MineSMM Resources Inc. 100 Canada Mineral resources business
SMM Cerro Verde Netherlands B.V. 80 Netherlands Investments in local companies in Peru operating the Cerro Verde Mine
SMM Exploration Corporation 100 USA Mineral resources business
SMM Solomon Ltd. 100 Solomon Islands Exploration in the Solomon Islands
Sumitomo Metal Mining Peru S.A. 100 Peru Exploration in South AmericaSumitomo Metal Mining Chile Ltda. 100 Chile Exploration in South AmericaSumiko Solomon Exploration Co., Ltd. 70 Japan Exploration in the Solomon IslandsSumac Mines Ltd. 100 Canada ExplorationStone Boy Inc. 80 USA ExplorationSMM Sierra Gorda Inversiones Ltda. 70 Chile Investment in the Sierra Gorda ProjectSMM-SG Holding Inversiones LTDA. 100 Chile Investment in the Sierra Gorda ProjectSumitomo Metal Mining do Brasil Ltda. 100 Brazil ExplorationEquity-Method Affi liatesSociedad Minera Cerro Verde S.A.A. 21 Peru Cerro Verde MineCompania Contractual Minera Candelaria 20 Chile Candelaria Mine
Compania Contractual Minera Ojos Del Salado 20 Chile Ojos Del Salado Mine
Sierra Gorda S.C.M. 45 Chile Sierra Gorda MineCordillera Exploration Co., Inc. 25 Philippines Exploration
Smelting & Refi ningPercentage of Voting Shares (%)
Location Principal Operations
Consolidated CompaniesHyuga Smelting Co., Ltd. 60 Japan Ferronickel smeltingShisaka Smelting Co., Ltd. 100 Japan Manufacture of crude zinc oxide
Sumiko Logistics Co., Ltd. 100 Japan Maritime trading, harbor transportation and services, land transportation
Sumic Nickel Netherlands B.V. 52 Netherlands Investment in nickel and cobalt development businesses, sale of nickel and cobalt
Coral Bay Nickel Corporation 54 Philippines Manufacture of nickel and cobalt intermediatesTaganito HPAL Nickel Corporation 62.5 Philippines Manufacture of nickel and cobalt intermediatesSumitomo Metal Mining Philippine Holdings Corporation 100 Philippines Regional headquarters for the nickel business
Sumitomo Metal Mining Management (Shanghai) Co., Ltd. 100 China
Sale of Group products, operations management support for Group companies in the China region, consulting business
Taihei Metal Industry Co., Ltd. 97 Japan Manufacture of heat-, corrosion- and friction-resistant steel castings
Equity-Method Affi liates
Jinlong Copper Co., Ltd. 27 China Manufacture and sale of electrolytic copper and sulfuric acid
Acids Co., Ltd. 50 Japan Manufacture and sale of sulfuric acid and related products
PT Vale Indonesia Tbk. 20 Indonesia Nickel ore mining, nickel smeltingNickel Asia Corporation 26 Philippines Nickel ore miningFigesbal 26 New Caledonia Nickel ore mining, harbor transportation
MS Zinc Co., Ltd. 50 Japan Manufacture and sale of zinc and related operations
Mitsui Sumitomo Metal Mining Brass & Copper Co., Ltd. 50 Japan
Manufacture and sale of copper and brass products and processed copper and brass products
MaterialsPercentage of Voting Shares (%)
Location Principal Operations
Consolidated CompaniesSH Materials Co., Ltd. 51 Japan Manufacture and sale of leadframes
Okuchi Electronics Co., Ltd. 100 Japan Recovery and recycling of non-ferrous metals, manufacture of functional ink
Ohkuchi Materials Co., Ltd. 100 Japan Manufacture of leadframes
Niihama Electronics Co., Ltd. 100 Japan Manufacture of substrate material (two-layer plated boards)
Niihama Materials Co., Ltd. 100 Japan Manufacture of leadframesSH Precision Co., Ltd. 100 Japan Manufacture of leadframes
Shinko Co., Ltd. 97 Japan Design, manufacture and sale of printed circuit boards
SH Asia Pacifi c Pte. Ltd. 100 Singapore Regional headquarters for overseas leadframe operations
Sumiko Tape Materials Singapore Pte. Ltd. 100 Singapore Regional headquarters for tape material operations
Malaysian SH Electronics Sdn. Bhd. 100 Malaysia Manufacture and sale of leadframesMalaysian SH Precision Sdn. Bhd. 100 Malaysia Manufacture and sale of leadframesMalaysian Electronics Materials Sdn. Bhd. 100 Malaysia Manufacture and sale of thick-fi lm pasteSH Electronics Taiwan Co., Ltd. 70 Taiwan Manufacture and sale of leadframesTaiwan Sumiko Materials Co., Ltd. 100 Taiwan Manufacture of thin-fi lm pasteSH Electronics Chengdu Co., Ltd. 70 China Manufacture and sale of leadframesSH Precision Chengdu Co., Ltd. 70 China Manufacture of leadframesSH Electronics Suzhou Co., Ltd. 100 China Manufacture and sale of leadframesSuzhou SH Precision Co., Ltd. 100 China Manufacture of leadframesSumiko Advanced Materials (Suzhou) Co., Ltd. 100 China Manufacture and sale of alloy products
Sumiko Tec Co., Ltd. 100 Japan
Terminals and connectors for electronic and electric equipment; related components, electric wire, power cords and pressure bonding machines and their maintenance; manufacture and sale of formed products for optical equipment
Nittosha Co., Ltd. 100 Japan Plating of metal products, surface treatment processing and distribution
Sumiko Kunitomi Denshi Co., Ltd. 100 Japan Manufacture of crystal products and magnetic materials
Shanghai Sumiko Electronic Paste Co., Ltd. 69 China Manufacture and sale of thick-fi lm pasteDongguan Sumiko Electronic Paste Co., Ltd. 85 China Manufacture and sale of thick-fi lm paste
SMM Korea Co., Ltd. 100 South Korea Sales support for advanced materials and business operations
SMM Precision Co., Ltd. 100 Japan Manufacture and sale of optical communications components
84 85
Corporate Data and Investor InformationAs of March 31, 2014
Stock Price and Trading VolumeSMM (yen) (left) TOPIX (points) (left) Trading volume (millions of shares) (right)
Note: TOPIX began on 4 January 1968 with a base level of 100.
60
30
0
1,500
500Oct. 2012 Oct. 2013Apr. 2012 Apr. 2013 Apr. 2014
1,000
Corporate DataFounded 1590Incorporated 1950Paid-In Capital ¥93.2 billionNumber of Employees 8,628 (Consolidated)Head Offi ce 11-3, Shimbashi 5-chome,
Minato-ku, Tokyo 105-8716,Japan
Investor InformationClosing DateMarch 31Ordinary General MeetingJuneCommon StockNumber of authorized shares
1,000,000,000Number of issued and outstanding shares
581,628,031Number of shareholders 51,067Listing of shares TokyoStock transaction unit 1,000 shares
Contact InformationPublic Relations & Investor Relations Department11-3, Shimbashi 5-chome, Minato-ku,Tokyo 105-8716, JapanPhone: +81-3-3436-7705Facsimile: +81-3-3434-2215Website: http://www.smm.co.jp/E/
Registrar of ShareholdersSumitomo Mitsui Trust Bank, Limited4-1, Marunouchi 1-chome, Chiyoda-ku,Tokyo 100-8233, JapanStock Transfer Agency Department: 4-1, Marunouchi1-chome, Chiyoda-ku, Tokyo 100-8233, Japan
Method of Public NoticeElectronic notifi cation (However, if electronicnotifi cation is not available due to unavoidablecircumstances, notice will be published in the NihonKeizai Shimbun newspaper.)
Independent Public AccountantKPMG AZSA LLC1-2, Tsukudo-cho, Shinjuku-ku, Tokyo
Consolidated Companies (continued)
Sumico Lubricant Co., Ltd. 100 JapanManufacture and sale of lubricants, inparticular molybdenum-containing speciallubricants
Sumico Lubricant Trading (Shanghai)Co., Ltd. 100 China Sale of lubricants
Sumitomo Metal Mining Siporex Co., Ltd. 100 JapanManufacture and sale of ALC (autoclavedlightweight aerated concrete), base-isolatingdampers, and other construction materials
JCO Co., Ltd. 100 Japan Management of facilities using uranium andrelated wastes
Igeta Heim Co., Ltd. 100 Japan Construction of steel frame and reinforcedconcrete apartments and condominiums
Japan Irradiation Service Co., Ltd. 100 JapanIrradiation sterilization service forpharmaceutical products, medical instrumentsand pharmaceutical containers; modifi cation ofvarious industrial materials
Equity-Method Affi liates
SH Copper Products Co., Ltd. 50 JapanManufacture and sale of copper strip, copperalloy fabricated products, and processedcopper products
N.E. Chemcat Corporation 50 Japan Manufacture and sale of catalysts, recoveryand refi ning of precious metals
Nippon Ketjen Co., Ltd. 50 Japan Manufacture and sale of desulfurizationcatalysts for petroleum processing
Granopt Ltd. 50 Japan Manufacture and sale of rare earth iron garnet(RIG)
OtherPercentageof Voting Shares (%)
Location Principal Operations
Consolidated Companies
Sumiko Techno-Research Co., Ltd. 100 Japan
Environmental measurement verifi cationoperations such as water quality, air, soil, noiseand vibration; data collection, adjustment andproduct evolution as well as technologicaldevelopment
Sumiko Technical Service Co., Ltd. 100 Japan Commission-based work in area of non-ferroussmelting, personnel agency business
Sumitomo Metal Mining EngineeringCo., Ltd. 100 Japan
Survey, design, manufacturing, repair andmaintenance of various types of machinery,equipment and plants in wide-rangingfi elds including non-ferrous metal smelting,chemicals, and the environment
Sumiko Plantech Co., Ltd. 100 Japan
Manufacture of machinery and equipment andrepair work for non-ferrous metal smelting andchemical plants; installation of machinery andequipment and piping work; steel structurework
SMM Holland B.V. 100 Netherlands Investment in nickel and cobalt developmentbusinesses
Major ShareholdersNumber of shares held(thousands)
Shareholdingratio (%)
The Master Trust Bank of Japan, Ltd. (Trust Account) 27,699 4.76Japan Trustee Services Bank, Ltd. (Trust Account) 25,646 4.40Toyota Motor Corporation 18,916 3.25THE CHASE MANHATTAN BANK, N.A. LONDONSECS LENDING OMNIBUS ACCOUNT 8,314 1.43
Sumitomo Mitsui Banking Corporation 7,650 1.32THE BANK OF NEW YORK MELLON AS DEPOSITARYBANK FOR DR HOLDERS 7,524 1.29
Sumitomo Realty & Development Co., Ltd. 7,490 1.29Sumitomo Life Insurance Company 7,474 1.29Sumitomo Corporation 7,000 1.20Nippon Steel & Sumitomo Metal Corporation 6,100 1.05
Treasury Stock29,4725.07%
IndividualsandOthers102,76517.67%ForeignInvestors190,36832.73%
FinancialInstitutions165,07028.38%SecuritiesCompanies16,9512.91%
Other Entities76,99913.24%
Breakdown of Shareholders(thousands of shares)
SUMITOMO METAL MINING CO., LTD.11-3, Shimbashi 5-chome, Minato-ku, Tokyo 105-8716, Japan
http://www.smm.co.jp/E/